Chaos and Harmony
by Icarus the Foxkidd
Summary: There is a new threat looming over Equestria and the only ones who stop it are the elements of harmony, however when they're up against multiple avatars of chaos will they be victorious or will they have to rely on another.
1. Tails of History

**Chaos and Harmony**

 _CHAPTER 1; Tails of Histoy_

It was told in a story, a story so old that no pony even knows of it anymore, the origin of Harmony and its brother Chaos. The tail speaks of six gods banding togeather to stop six demons, and in doing so set forth a destiney eons in the making.

Fluttershy walked gracefully threw the Everfree forest searching for her lost pet rabbit Angel Bunny. "Angel... Angel!... oh where are you my little..." Fluttershy stopped talking as she cought movement in the corner of her eyes. "Angel, is that you?" There was another rustling as a smell filled the air, like something roting, and a low grumbling filled her ears. 'Low growl like sounds, terrible smell... Oh no!'

Fluttershy werled around and found three timber wolves standing behind her, there was someing odd about them however. For starters they were four times the size of a regular timber wolf, as though an entire pack was disassembled and reformed into these three. The second was that even as they were they looked ragged and torn up, too tired to really be of a threat but still able to spot an easy meal when they see one. "O-oh m-m-my," Fluttershy wimppered as the wolves closed in.

Before the timber wolves could strike a figure jumpped before Fluttershy. It was a large fox, a very large fox, easily the same size as her if not bigger. His coat was snow white with a burning red mane like tuft of hair on his head and eyes as vibrant green as any forest. The most interesting thing about this fox however was that he had a cutie mark on his flank, a black, clawed paw print.

The timber wolves instantly backed off as though they were fightened by the fox. The largest of the three stepped forward to try to be empossing however the fox's fur raised as a hissed growl escaped him. That was all it took to get the wolves to cower and run off. The fox's fur instantly relaxed as he turned to Fluttershy, he stared her down for a moment before asking, "Are you alright?" his voice soft though monotoned.

Fluttershy was quite suprised by this however answer his question, "Y-yes I am, they didn't have a chance to attack me before you stepped in and scared them off." A soft smile crepted across his face, "Good." he said just before his eyes glazed over and he collapsed on the ground. Fluttershy gasped as she ran to him and looked him over. The fox was covered in cuts and bruses. Unsure of what she could do Fluttershy gingerly lifted him, strugggling with his weight the whole time, and flew off in the direction of her cottage.

"What do you supose Fluttershy wants to talk to us about?" Rainbow Dash asked. "I havn't a clue." Applejack said as she troted along next to her. Rarity hummed to herself as she thought out loud, "She has been quite worried about Angel as of late, you don't suppose... I mean his is getting quite along in his years." Pinkie Pie bounced over Rarity as she said, "Angel is fine, where ever he is, I can tell. The combo for death of a pet is a stabbing hoof pain and then a single tear, neither of which have happened at all."

The other three ponys smiled slightly to one another. It had been five years sense the whole Starlight Glimmer insident and all of Equstria had finally settled down. That being said, very little had changed. The mane six had traveled all over the map, solving problems all the way, Pinkie still bounced every where and Dash was closer than even to acheving her dream of being a Wonderbolt. Rarity and Applejack's buissines' where thriving, in fact Rarity was having trouble keeping her designs in stock and on the rack. The only one who could boast about the amount of personal change was Fluttershy. She, while still shy and not standoffish, had developed her own sense of corage.

As the four mares walked into Fluttershy's cottage they were greeted by a gust of breath and mystic smoke passing them, walking in they spotted the cause of the smoke drift, Spike. Out of everypony Spike was the only one not to have changed. Being a dragon, his growth was stuntted by his refusle of his greed so he was the same size he had been all thoughts years ago despite being much older.

"Heya Spike," Rainbow Dash said, "where's Fluttershy, and what's the big emergency?" Spike looked back up the stairs, "Up there, she got attacked in the forest but was saved by... well just go see for yourself, I gotta go wait for Twilight." he said as he walked out. While the other three walked up the stairs, Rarity reguarded Spike with a bit of interest, he had been acting strange as of late, for the time being however it was Fluttershy that needed her attention.

Rushing up the group of mares found Fluttershy sitting next to her bed with a worried look on her face, there was a large lump in her bed with only a long white tail peeking out. Rarity gasped in suprise, "Fluttershy, darling, who is this? You never told us that you had a boyfriend." Fluttershy blushed deeply as she studdered out, "I-I don't, h-he's not my boyfriend... while I was out in the Everfree forest looking for Angel and was attacked by timber wolves, big ones, if it wasn't for... um, him," she pointed her hoof at her bed, "I wouldn't be here right now."

Pinkie, being Pinkie, hopped over and lifted the tail, followed emediately by her cuddling it, "Wowsers, it's so soft and fluffy!" Without warning the tail wrapped around her like a snake and lifted her into the air, causing gasps to fill the room. A low growl cut threw the gasps as the blanket fell away from the half-asleep fox, "Wait," Fluttershy said quickly, filling him with clarity, "That's Pinkie Pie, she's my friend and won't hurt you." The fox looked up and sighed, "Sorry about that." he said as he loosened his tail but not quite letting her go as he colapsed back on to the bed. Pinkie Pie just giggled as she was tickled by the soft fur as it set her back down.

"Are y'all okay Pinkie? He didn't hurt ya none did he?"Applejack asked as she looked over the pink mare, Pinkie's only giggled. "Of course I'm okay," she said, "with a tail that cushie, there's no way he could have hurt me." The fox sat back up and said, "I am sorry about lashing out, you startled me." Before he could even blink Pinkie was in his face. "Hi, my name's Pinkie Pie," she said as she vigorusly shook his paw, shaking him in the process, "welcome to ponyvile, you're new here so we should totallly throw you a welcome party. With lots of streamers and confetti, oh and..."

Before she could finish her little display, the fox's tail wrapped around Pinkie's mouth to silence her, "My name is Kagebi, or in your language Shadowtail, and while I am grateful for your hospitality I... am not the 'party' type." Kagebi stood and got off the bed, unwrapping his tail from around Pinkie's mouth as he did so and shook like a he was wet, his fur fluffed for a moment before settling back flat on his body. "The truth of the matter is that I am here for a reason. I have come to your village in search of several ponies, the bearers of the elements of harmony and the one known as Discord."

The room was silent for a moment before, and with much suprise from the others, Fluttershy strod forward and spoke in a stern tone, "Why are you looking for Discord, he is my friend and if you are here because of something that he has done to you in the past I feel I must tell you, Discord has reformed. He is no longer the monster ponies thought him to be, and if you **are** here to to cause him harm you will have to go threw me, the element of kindness." Rainbow Dash stood next to her and said, "And me, the element of loyalty." "Honesty," Applejack growled standing on the otherside of Fluttershy, and Rarity next to her, "Generosity." Pinkie Pie suddenly jumped right infront of Kagebi's face, "And laughter!"

Kagebi only looked apon the group with interest and mild amusment, "You have made a bit of a misconseption, I am not here for revenge of any sort. I have never had an encounter with him personally however..."

It was at this moment that Twilight burst threw the doors, Spike and Princess Luna following closely behind her. Princess Luna's eyes went wide as sausers as they landed on the fox standing besided the bed, her mouth quivered as if it were trying to form words that only died on her tounge. Kagebi, for his part, only narrowed his eyes as his tone lowered, "Hello, Queen Luna." Luna visibly flinched as he spoke, finding it increasinly hard to breath in his presents.

Fluttershy instantly noticed the change in Luna and ran to her side, "Are you all right Princess? Do you know Kagebi?" Tears leaked from the corners of her eyes as she spoke, her voice cracking with almost every word, "No... not him, not directly," she looked up into Kagebi's eyes, "But of his kind, his kind who worshiped me as there queen... who in my avaris and jeolusy I had thought that I had..."

Kagibi focused his eyes on Luna as he said, "I had not planned for this however I don't forsee a better time than now to settle this." Luna looked up threw her tears and said, "In resign myself to what ever punishment you see fit." Kagebi's stare was colder than ice could ever hope to be and when he lunged for her all in the room thought to stop him however such things were not needed because insted of an attack, Luna found herself embraced in a hug, "While I can't, nor will I try to speak for my race, I have forgiven you for your mistakes."

Luna stood stock still as he did this, the only words that made there way out of her mouth were, "I... I don't understand." and even thoughts words took so much effort to form they were almost not understandable, "I attacked your people after the gift they had bestode apon me, I could very well have..." Princess Luna was silenced by a paw over her lip, Kagebi's eyes locking on hers. "I have heard the storys and have see what the elders have shown me however the reason I can forgive you is simply, you were not the only one at fault."

"Umm, not to sound rude or anything but do your mind telling **us** what the hay you're talking about?" Spike said. Kagebi turned his attention to the little dragon, then to the other six and finally back to Luna. For a long time Luna only looked into his eyes then she closed them and nodded for him to contenue.

"As you may have well guessed," Kagebi said, "I am not an ordinary fox. I am a fox spirit, or as we have been called else where, a demon fox. my kind have been around sense the beganing and have been tasked with the history of all life, but more on that when the time is right." Kagebi's eyes began glowing a bright white as the world around them fadded and reformed as a forest. "My people, though powerful alone, are able to draw power and magic from the moon... espesally the full moon."

All around them foxes walked forward and glowed in the moon that was now right over there heads. "For millenia before the rein of the alicons the power of the moon was irratic and unstable, unpredictable. Then like a goddess, came Queen Luna, the one and only to ever be able to rein in the moon and its magic." As he was speaking and image of Luna walked before them in regal splendor and all the foxes were astounded and began bowing.

"You ponies call here a princess but for my race she was seen as so much more, she was our queen and we her subjects. That however was what started all of the troubles that she has faced. The fox spirits, while prosperious in thoughs times, seldome revield ourselves to ponies. It was not out of fear or spite but simply that our place was in the shadows, watching and recording your history all the while being observant for a matter that I will explain to you momentarily."

Once again the sceneary changed, Luna was sitting on a golden throne in a forest while surounded by foxes. "We charished our queen and showered her in affection, love and praise at her reagal splendor, however because of what I have already said, the times in which we did this were few and far between." Shifting again the image was of Luna sitting next to Celestia. "Queen Luna watched as you ponies praised Celestia for her sunny days while sleeping threw her glorious moonlit nights.

"It was because of this that on the night in which we aproched her to speak of our praise that she confided in us her plight," with another scene shift the world was once again a forest with Luna and the foxes, tears in her eyes. 'My dearest subjects,' she spoke, 'We come not as a princess of Equstria, nor as your queen, but as an artist... a creator of beautiful splendor every single night, why do only you see my night for what it is? Why is it only you who are willing to see it? How... how can we make them see...?'

Time seamed to freeze as Kagebi spoke, "It was at this moment that an act of generosity and loyalty, kindness and joy, honest and pure friendship caused the world to fear for safety, for it was at this moment that my race choose to forego our purpose and give our queen her hearts desire."

Without a word or a single glance at one another, an agreement formed on the faces of all the foxes. The leader, a silver coated fox with a jet black mane stepped forward and spoke in a booming yet claming voice, 'My dear queen, if it would please you and dry your tears, we can show you a power that you can use as you see fit, even the eternal eclipse of the sun.' Time seemed to sprial out of control as Kagebi spoke, "It did not take long for Queen Luna to master the power of shadows, a lost dark art that had the potential to give even an earth pony the magical skill and prowes to overthrow a nation.

"There was however a cost to such power, cruption. If the one using this power were to succumb to there darker nature, it will crupt them and ravage they're minds." With the next shifting scene the viewer watched as luna took in and weilded massive amounts of energy. "It was our own pride and arrogance that kept us form seeing the truth. In our minds you were only one who wished for her subjects to view her masterpieces, we refused to see that you were jealous of your sister who they aknowlleged from the beganing."

The image of Luna examainied herself as she said, 'Tis a most powerful spell, with this we can indeed make night last forever, though it will be our sister that we face,' Luna turned to the fox cheif, 'thou art positive that we shall be victorious?' The fox chief mearly bowed as he said, 'It will indeed my Queen,' Luna looked around once again as a vile smile crossed her face, 'Perhaps we should put our new found power to the test...' 'My Queen?' the cheif asked. Luna suddenly turned towards him as darkness flowed from her eyes.

Before any thing more could be shown the image fadded away, Kagebi suddenly colapsing on to the floor, Fluttershy was of course the first one at his side. "Kagebi, are you alright?" she asked worriedly. Kagebi, for his part, seemed to recover quickly but still fell onto the bed, "I am, thank you. It has been a long trip, made all the longer by my run in with the timberwolves. That in addition to the energy it took to cast an illusion of that calliber was more that I could handle at the moment."

Fluttershy pulled the blanket back over him as she softly spoke, "It's alright, you just need more sleep, I'm sure what ever it is that you need to tell us can wait until..." "No... thank you but this simply can not..." Kagebi's little argument was silentced by a hoof pushing him back down and a look from Fluttershy that froze his blood and locked every one of his nerves and mucles. "You will sleep and we will talk in the morning." she said stonely, the only thing Kagebi could manage was a slight nod in agreement. The instant the door closed Kagebi's face turned scarlet, "Well, that was diffrent..." he said as an odd smile crossed his face.

Okay author note; this if my first MLP fanfic so if you're a brony or pegisister and you see something off in the personallitys let me know, just be sure to really pay attention as the story progresses. The first few chapters will be a bit hard to follow along with but I am expecting a big pay out later, tying all the seemingly loose end togeather. I'm not sure just how long it's going to take me or how long inbetween posts so just bear with me. Enjoy!


	2. Secrets of the Dawn

**Chaos and Harmony**

 _CHAPTER 2; Secrets of the Dawn_

The mane six as well as Luna and Spike all walked out of the room and began to talk to one another. "Do you really think we can trust him?" Rainbow Dash asked, "I mean we don't really even know anything about him other than what he showed us."

"She's got a point y'all," Applejack agreed, " and besides that he dose have it in for Princess Luna, for all we know he could be here to get her." The princess mearly shook her head. "It can not be that, if Kagebi were here to end me he would have the instant he saw me. Fox spirits do not play as Discord did and they plan more elaboratly than changelings."

Fluttershy, in a rare bout of courage spoke over the group, "He said that he was here to speak to us and Discord, I don't think he was even planning on seeing Princess Luna." "Wait, he wanted to talk to us, why?" Twilight asked, Fluttershy only shook her head as she said, "I don't know, I carryied him here from the forest and the only time he woke up was just moments before you and Princess Luna walked in."

Twilight stroked her chin in thought for a few minutes before Spike said, "what I don't get is why he wants to talk to Discord. Sure he reformed and has been alot of fun with all the pranks he pulls with Pinkie and Dash, but why would a fox spirit; a recorder of all history, want to talk to the phisical manifistation of all chaos?" That line of thought caused Twilight to bite her lower lip a little, all the gears in her mind going into overdrive trying to figure it out. "He wanted to talk to the elements of harmony and the spirit of chaos but why?"

"Maybe it has something to do with your emergency trip to Canterlot, and he's here to show us the path to take in order to fight some evil and ultra powerful baddie and stop him from ending all life in Equestria." Pinkie Pie said with a bright and happy smile. The only ones who didn't give Pinkie an annoyed or incredulis look were Luna and Twilight, the two mares only looked to one another in worry. Spike was the first to notice this so he said, "Uh... Twi, Princess... you got something you want to tell us?"

Twilight turned to Luna with a conserned look, a look Luna shared. After a moment of thought Luna nodded and gestured Twilight to contenue with her hoof. "Well," Twilight started nerviously, "I can't show you like he did but essentaly this is how it went."

Twilight burst threw the great doors of the throne room as she shouted, "I 'm here princess, what is it?! What's the danger?" Celestia turned to Twilight with a stone cold expression, a glare that in her younger days would have frightened her; but in the years as a student and later a princess herself Twilight had come to recognize when something was tearing at her ruler, teacher and most importantly her friend.

"Princess, what's wrong?" she asked as she walked up to Celestia and Luna. Celestia only turned away and began to walk off, "Come with me." Twilight followed her threw a hidden door and into a pitch black room, before she could even ask what the room was Celestia's horn glowed and the room turned white and baby blue. "I've... been here before." Twilight said as she looked around.

"You where here after you completed Starswerl's spell." Celestia said as she summoned images forward. "It is a space that can only come into being by an alicorns magic. Only a hoofful even know of it's existance, myself and Luna being the only ones who know that it is here. Twilight, do you remember the evil sentar Tirek?" Twilight narrowed her eyes into slits, "How could I forget? He captured all my friends and drained them of there powers and destroyed my home then turned his eyes on me!" she growled. "He is dead."

Twilight froze with wide eyes as this infromation sunk in. "Dead?" she asked turning to Celestia, "I thought he was an imortal like you and Luna." Luna sighed as she spoke, "He was. Tirek had been banished to Tartarus by you six and was serving his punishment... until last night." A mysticl window positioned itself infront of the two and began playing the scene.

The ancent demon centaur sat in the middle of his cage, the ony sound coming from anywhere were his soft growls of frustration and mild pain. "Lord Tirek, such an honor to finally meet you." The voice that spoke was soft and smooth as silk, it almost sounded musical but for some odd reason it made Twilight's blood run colder than ice. Tirek stood up slowly and turned to face his unwelcomed visitor, "What fool dares to present themselves in my presents!" he hissed.

The figure was covered in a cloak so not much could be seen beyond his mouth, "Quiet hostle for somepony you've never even met before. I will however over look it for now because I need your help with something." Tirek smiled darkly before laughing, "And why should I help some pathetic pony? I am lord Tirek, I should be ruling you and you have the nerve to come to my prison," he leaned forward, all traces of myrth gone from his face as he finished, " the prison you princesses placed me in, and ask for help. If I could reach you, I would happily rip you apart and feast on your flesh, after stealing all of your magic."

The figure smiled further as he said, "Is that so? Then here, let me help you." The figure stepped closer to the cage, close enough for Tirek to reach. Seeing his chance, Tirek lunged forward and grabbed the pony by his neck and began to try and drain him. "And now you want my magic, yes? Well here you can have some." As the pony said this amber light glowed under the hood and snaked forward. Only insted of going into Tirek's mouth like he had planned it wrapped around his neck and began constricting.

Tirek's eyes widdened as he let go of the pony's neck and began to claw at his own. "What's wrong Tirek? I thought you wanted my magic." the pony said, his voice still sickeningly sweet. Just before he could passout the hold over Tirek's neck disappered and he fell to the floor. He was pulled forward and slammed into the bars hard, "A word of caution, before you lash out make sure you can put them down." Tirek was thrown to the back of the cage then back to the front.

"What... do you... want?" Tirek asked, even threw the pain he was still Lord Tirek and he wasn't one to be pushed around so easily. "I already told you that I needed your help but maybe that wasn't the best way to put it. The truth is that you have something that I need, and I am here to take it." That caught the centaur's attention, "I am locked in a cell in tartarus," Tirek growled as he got back to his hooves, "what could I possibly have that you want?"

The pony in the cloak started to laugh as he spoke, "Lord Tirek, you once had all the power in the world but you lost it because of your short sidedness." Tirek lunged forward again to protest when the same amber aura covered his mouth. "You had in the palm of your hand all the power of Equstria but lost it because you never thought to take the talent of the pony as well. You took the fuel but not the device." The bars of the cell bent open as the pony stepped forward and back into place once he was threw, Tirek backed away feeling fear for the first time.

"There was another like you, one who saute for one without the other. The only real diffrence was the end of the spectrum, while you took their power she took their destiny." The aura from before encercled 'Tirek like a python and was closing in. "It took quiet a bit of doing getting the spell she used, quiet a bit, but it will all be worth it. Now then Lord Tirek hold still," the aura constricted him as the pony said this, "like you really have a choice."

Twilight covered her mouth with her hoof in horror. When Starlight used this spell on her and her friends it felt like it was taking years when in reallity it only took a few seconds, Starlight never really wanting to hurt anyone, but now it looked like the cloaked pony was taking enjoyment in dragging it out as long as he could. Sweat coated Tirek's brow as the pain filled him, his hands balling into fist as he tried to fight it but all the while knowing it was a lost cause.

Tirek wasn't a pony so he had no cutie mark to speak of, in it's stead was orange and black energy compressed into a ball in the pony's hoof. Tirek fell to the ground and looked up, his eyes grey and laking any of the shine that they may have once had. The pony looked the small orb over before poping it into his mouth. A black and orange spark corsed over it's body before he laughed darkly, "A bit bitter and very spicy but not bad."

"You..." Tirek growled as he struggled to get back to his hooves, "...you have... what you came for... so leave." The cloakd pony turned to him and only grinned, "Oh Tirek, you know very well that I yet to have all that I came for." The centaur's eyes where the size of dinnerplates as sudden realization and great fear set in. He opened his mouth to yell for help, to scream for it, to beg on his knees for it if he had to but it was too late, the aura was around him again. "After all, what good it the device without the original power sourse?"

All of Tirek's color faded as the magic was drained from him however even more than that was that his body seemed to be drying up, withering like a grape in the sun. In his weakened state Tirek had little magic to drain but it still seemed to please the cloaked pony. He didn't grow as Tirek did when he stole magic but even threw the image one could feel a stonger presents from him. As he moved forward to leave, the cloaked pony turned to Tirek's still form and with one last malicious look bucked it with one hoof, an action which caused the body to turn to dust.

The cloaked pony contenued walking and insted of bending the bars as he had before mearly blew them off the wall. Right as he crossed the wreckage he stopped and looked right at the three, as if he knew exactly where to look so that they knew that he knew they were watching him. Twilight's blood stopped in her viens, much of his face was still covered by his hood but his eyes could still be clearly seen. They were the same amber color as his aura however they were filled with so much malace and hatrid that, mixed with his horrably sweet smile, caused her to expel any and all food that she had eaten that day.

Luna rubbed Twilight's back as she reched, speaking comforting words to her while Celestia used her magic to despose of the bile and wisk away the image. Soon enough Twilight regained herself and spoke softly, "Who... who is he? Why would he go to such lengths as to acutally kill Tirek?" Celestia sighed as she pull anouther image forward. "He... is my son, Solar Dawn." she said.

"Your... son?" Luna asked, rage building in her as she slipped back into the royal canterlot voice, " **Thou has a child and have not told us? for what reason hath thou kept such a thing from us, thine own sister?!"** Twilight placed a hoof on Luna to calm her down but still turned to her teacher and friend with hurt in her eyes. Celestia turned to the image as she explained, "Solar Dawn was adopted by me. While in Marewell, a small town east of what is now Applelusa, I descovered an over turned wagon. The wagon itself was on fire however there was crying from a foal that had protected itself in an aura bubble.

"He was such a little thing, a new born and a small one at that. I could not simply leave him there but for some odd reason I couldn't let him go. It took some doing but I found his parents only to find that they had sold him to passing ponys. I had consedered giving him to an orphanage but in the end desided to raise him as my own child." For the first time, Twilight turned to the image. On it was Celestia holding a tiny bright yellow unicorn, his mane a slightly darker blonde and his eyes were wide and full of wonder.

"He was brilliant from the begining, a genius in everything that I taught him. At only a year old he already knew more about ruling a nation and magic than Blueblood dose now. To this day it astounds me how quickly he learned and how much he could retain, he... he could even remember who his parents were and what they did to him. Everyday he would watch me raise the sun and every night he would watch me raise the moon in it's place. He watched me without a single word but endless questions burning in his mind. At seven he aquiered his cutie mark and showed just what he could do."

Solar Dawn ran up to Celestia and skidded to a hault just before crashing right into her legs, "U-uh hello, Princess." Celestia looked down to her young charge with a soft smile. "Young one, I have already told you that you are welcome to call me by my name when we are alone." Solar Dawn mearly blushed as he looked down and shook his head. He looked back up to her and said, "I wanted to show you something!"

Running out onto the balcony and lite his horn, Celestia walked out with an amused look on her face; at least until she saw what he doing. The sun, which had just begun set, glowed red and rose back into the sky, she turned her attention back on to Dawn and was stunned to find a red and yellow sun on his flank.

"Solar Dawn," Celestia said in shock, "What are you doing? You must stop this at once, do you even know what you're doing right now?" Dawn mearly smiled as he spoke, "Yes ma'am, I have control over the sun now. Now you have one less worry and we no longer have need of the night! The sun is dimmed and won't burn the earth at the moment and all that wish to can now contenue with there activity that the night would impeed."

Celestia took on a ferm look as she turned to her young charge, "Listen to what I have to tell you my child," she said as she did her best to imitate the actions her own mother used on her as a filly, "though we have the power to control the world around us dose not mean we have the right. There is a reason for all things, including the setting of the sun. You are very talented in the ways of magic but not in harmony." Celestia's horn glowed in her magic as she said, "We shall set the sun and tomorrow I will explain to you the ways of harmony."

Celestia made to lower the sun only to find that the sun would not move, she tried again with the same result. She crained her head down to look at the colt and found him with his head down and his horn still glowing. "I don't understand..." Dawn started, his voice icy and enraged, "No... no its _you_ that dosen't understand. I've dedicated my life to this spell, gone over all of it's workings, including the after effects, and have taken into acount everything there is to think about! The earth ponys will be able to work in the fields longer and grow more food, the pegisi will be able to clear storms that pop up at night that would otherwise be hazordis... even we unicorns benifit from longer days in that we will be able to gather more knowlege and improve our magical abilitys! Can you tell me what harmony has to do with any thing?!"

"Listen to me Solar Dawn," Celestia said as calmly as she could, "You are to release the sun this instant." Dawn growled as he said, "No princess, I will not..." With that he thrust his horn up and shot at Celestia. "The sun is mine now to control and you don't have the power to take it from me!" Solar Dawn's coat began to shimmer as his eyes glowed yellowred, "Unlike you princess, mine isn't just control over it, I have learned to gain power from the celestial body that I now control."

Realization dawned on Celestia as she got back onto her hooves. "This is your last chance Solar Dawn, return the sun and we can forget this whole mess." Celestia pleaded, not wanting to resort to her final option, Dawn's horn glowed dangerously as he prepared another shot. Before he could lanch his attack Celestia played her trump card, she raised the moon and eclipsed her own sun not unlike her sister did many moons before.

All at once it seemed Dawn's magic reseeded and he fell forward into a small heap, beathing raggedly. Walking forward Celestia expected to see fear in her young prodogy's eyes, what she saw only frightened her. Staggering onto his hooves Dawn only glared at his adopted mother in rage and malice. "You..." he hissed as his horn glowed once more, "...you will not take my destiny from me Celestia..." Dawn raised his head and on instinct Celestia formed a barrier only to have him smeirk as he teleported away with the last of his magic. "Do not fool yourself into thinking this is over Celestia." his voice echoed around her, "I will return once everyone in Equestria sees what I can do, they will rise up and you will fall."

The window fadded from existance as did the room itself, Celestia no longer having the will to maintain it. A single tear escaped her eye as she spoke to the two younger alicorns, "I had tried to find him after that, following any and all rumors of a young unicorn attempting to start a revolution. I cast a spell over the sun to prevent him from stealing it from my hold again however I never again felt him even attempt it."

Twilight was absolutly stunned, too stunned to do anything. Luna thankfully wasn't, she rushed forword and embrased her sister in a comforting hug. "Oh, my dear sister. It is alright, you can let it out, I am here." And for a few minutes that is just what she did, at least until mystic ash flowed into the room and formed into a scroll infront of Twilight. She quickly read it and gasped, "It's Fluttershy, it says that she was attacked by timber wolves in the forest and was saved by some creacher. Spike says that she wants my to come right away."

"If Spike is interupting our meeting than it may be dangerous, I shall acompany you." Celestia said reganing herself slighlty, Luna however stopped her, "Nay sister, You are needed on the throne and are in no shape to leave. I shall go in your stead." Before Celestia could object Twilight and Luna flew off.

The group was silent after the telling, no one willing to say anything. It was Rairty that eventually gathered enough of her self to speak, "Well now, the son of Celestia. Isn't that something." With a heavy sigh Luna nodded her head, "Indeed. We are unsure of when or where he well strike, and for that matter the reasons of his actions, so we must be prepared. Twilight, if it is alright with you I would like to stay with you so that tomorrow night we can talk to Kagebi proparly." Twilight nodded quickly while all the gears in her head were turning trying to figure all of this out. "Of course Princess. Spike will you see to getting her room ready?" "On it." he replied running out the door.

Applejack sighed as she walked towards the door, the sun already setting over the land. "Applejack," Fluttershy said being the first to notice the upset mood the farm pony had, "is something the matter?" For a moment Applejack contemplated breaking her own rule of honesty but in the end desided on the truth. "Not really Shy," she said, "apple bucking season starts tomorrow. This here is important and I know I need to be here but with our crop coming in, an the biggest in apple history, I can't help but worry about it. Big Mac can't go it alone and Applebloom is still to young. Not only that but I cought wind that more of thoughs pesky parasprites are on there way."

Fluttershy smile simpatheticly as she said, "We don't have our meeting until later tomorrow night, if you want we can help you as much as we can before hand." Applejack smiled happily,"Thanks Shy, but even with all y'all's help I don't know if we can put enough of a dent into bucking the crop." "That won't keep us from trying!" Rainbow Dash proclaimed as she zoomed out of the room, the rest following shortly.

Little did any of them know that there was another set of ears listening in on their conversaitons. several of his thoughts centered around this new information however part of it lied in another piece of information that cought his atttention at the moment.


	3. Reincarnation

**Chaos and Harmony**

CHAPTER 3; Reincarnation

Applejack's eyes snapped open even before the rise of the sun, she only had a little bit of time so she sure as shot wasn't about to waste a second of it. She rushed down stairs, just barily grabbing her hat, and dashed out of the house without even grabbing a bit to eat. Running at top speeds she was beyond eager to knock thoughts beautiful red fruits off of the trees. Such was not the fate for the poor farmer. Every apple on every tree for as far as the eye could see was gone, just gone!

Applejack stood stock still for a few moments before coming to her senses enough to run and try to find Big Mac. At full speed, she barrled threw the barn doors only to find her brother standing just as frozen as she herself was but for an entirely diffrent reason.

Stacked neatly in every basket and barrle that the apple family had were their apples, eched into the sides of the barrles and baskets were strang markings and all around them, encircling them, were the same markings. "How..." Big Mac started only for shock to cross his face as a parasprite appeared. "NO!" Applejack yelled as she dove for the adorable beast but it was far to close for her to stop it.

The parasprite opened it's mouth inorder to devour its meal only to crash into an unseen barrior. Applejack and Big Mac watched as it repeatedly collided itself against the forcefeld before giving up and looking for anouther meal.

"Did... Did it just leave without devistating our crop?" Applejack asked, "Eeyup." Mac said just as suprised. Reaching out she tested to see if she could reach them, she could. "I can go past them but the varments can't?" "Eeyup." Mac reached in and grabbed an apple, he studied it for a few minutes before taking a bite. "Did it go bad?" Aj asked, Mac tossed it to her as he said, "Nope." Applejack tentatively took a bite and found it was as fresh as if it had just come off it's tree. "What in tarnation? I don't know what's going on but I'm gonna go talk to Twilight and see if she dose. Hold down the fort and see if the're any more trees that need a buckin, alright Bic Mac?" "Eeyup."

At a full gallop it only takes twenty minutes to get to town, so natually it only took Applejack ten. As she was running she noticed Fluttershy who called out to her, "Applejack, what's wrong?" Applejack slowed to a stop and cought her breath before speaking, "I really don't have a whole lot of time to gab Fluttershy, somepony did something to my apples and I need Twi's help to figure out what." Before she could run off again a voice sounded behind her, "Are these the right carrots Ms. Shy?"

Applejack turned around and found it to be a stallion that she had never met before, 'at least I don't think I've met him...' she thought. He was just as tall as Big Mac though much more lean, he had a snow white coat with black hooves and a bright red and black mane lastly were is eyes that were forest green and cat like. It wasn't until she got a look at his cutie mark that Aj reckognised him, "Kagebi, that you?"

Kagebi's attention turned to the farm pony, "It is, Ms. Shy thought it better that I join her in her trip into town. Her animals are rather... uncomfortable with having me in her home without her present, in addition that rabbit of hers dose not care for me nor I for him. I however am not comfortable walking among ponies in my natural form. My clan exell in transformation not unlike that of changelings."

Applejack, still in a hurry to get to Twilight's castle, turned around and said, "Well that's all well and good but I need to be on my way. Someone's done something to my apples and I need Twi's help." "Something has happened to your apples? I am suprised that my spells failed." Applejack froze mid step and said, "What was that?"

She turned around and found Kagebi sitting with a calm gaze, "Your apples, I had placed a spell around the collection of the ones I picked. Surely it kept the parasprites at bay." "It was you that done all that fancy writing?" Applejack asked as she stared wide eyed at Kagebi, who mearly noded as he said, "Yes, it was me. I overheard the conversation and that your farm was in peril, so I thought it a good idea to assist you in any way I could."

Applejack was to stunned to say anything at first, she opted to just stare in disbelief until one of the thousands of questions in her mind navigated the maze of her thoughts and came out, "Why?" she asked in utter confusion, "Y'all don't even know me, why save the farm of a total stranger?"

A small but no less calm sigh escaped Kagebi as he spoke, "I have several reasons Ms. Jack, and I shall be completely honest about each one. The first being that as an element of harmony you are vital for what we have to do, we need you focused. The second being that Sweet Apple acres is the leading food sourse for ponyvile, without it the village would wither and may even die. Lastly, and in all honesty the main reason, you and your family deserve salvation." Kagebi looked Applejack right in the eyes as he spoke, "The Apple family has always worked hard, not only for themselves but for all who need them. They ensure prosperity for all they can, and so long as I stand I will aid in any endever that will assist your family."

Applejack and Fluttershy stood wided eyed at Kagebi's proclamation. "Well... alright then... Still how did ya manage to buck all them trees in one night?" Applejack asked. A slight smerk crossed his face as spoke, "I was not exadruating when I said that my kind draw strength from the moon. On nights of the full moon, such as last night, we can move faster in a walk than a pegasis can flying at top speed. It was easy enough to gather the fruit and store them."

Back at the castle of friendship, Twilight and Luna were talking when the doors opened and in walked Fluttershy, Applejack and Kagebi, returning to his fox form. Before they could even close the door Rainbow Dash zoomed in and almost crashed into the group, only to be stopped by Kagebi. Just as she was going crash, he reached his paw out, which grew five times it's normal size, and cought her. Pinkie and Rarity followed shortly after.

"Darling, you simply must be more careful when entering somepony's home." Rarity said, an edge of annoyance aparent in her voice. Dash akwordly scrathced the back of her head and laughed, "Heh, sorry about that."

"Wowie zowie, how did you do that?" Pinkie asked as she looked at Kagebi's now normal paw. Taking it out of her hooves, he spoke calmly to the hyper pony, "Such a feat is of no difficulty for me. Fox spirits such as myself are in nature shapeshifters, capable of reformation any and every part of they're body." As he said this he changed back into a pony then a griffon, a dragon and finally a minotaur and back. Unlike with changelings there was not green flame, only phisical reformation.

"Well," said Twilight as she walked into the room with Luna, "as interesting as all this is we are here for a reason," turning to Kagebi she blushed a little as she said, "though if you do have time later I'd love to ask you a few questions about your race." His only responce was a curt but polite nod.

Clearing her throat, Twilight started calmly, "Kagebi, you said that you wanted to talk to us as well as Discord, what we have to know is why." Kagebi sat down, wrapping his tail around himself not unlike a cat, and said, "As I started to say yesterday, my kind were created to keep watch for an evil as old as time itself, an evil that we thought would never rise. However the stars and the earth tell of a great calamity aproching, we believe it will be they're return." Rainbow Dash snorted as she asked with her usual cocky additude, "And just who exactly are 'they'?" Kagebi turned to her and said, "Souls of evil, souls of disharmony, souls of chaos."

"Did someone say 'Chaos'?" a voice echoed threw out the room as a haunting yet calm laugher filled it. While Luna was emediatly on guard and the mane six and Spike looked worryed Kagebi calmly turned to the ceiling and said, "You have no reason to hide yourself Discord, I mearly wish to speak to you." In a flash, Discord was in the room on one of his cotten candy clouds, which was currently drenching Pinkie in chocolate milk and whip cream. Ignoring the squel of delight from the pink mare, Discord turned his attention to the fox before him, "Oh really, what ever for?"

Before he could answer Fluttershy ran infront of Discord and said, "Discord, what are you doing?! I asked you to wait until we made sure that Kagebi wasn't going to try and hurt you!" "Your faith in me and my ability to take care of myself is awe inspiring," Discord said sarcasticly, but seeing the hurt look on Fluttershy's face quickly added, "Though your consern for my well being is appresated." She smiled at this before turning to Kagebi and saying, "You **do** understand our mistrust of you when it comes to our friends right." Kagebi smiled and nodded as he said, "You have know him for years and me only days."

Kagebi's smile disappeared as he turned back to Discord, "Discord, I need to ask you something truely personal." The playful smerk on Discord's face dimmed slightly before fadding completely as the severity and seriousness of Kagebi's face truely sunk in. Discord's odd yellow and red eyes bore deeply into Kagebi's forest green orbs as if expecting him to at any moment to smile and say it was all some kind of joke.

"Do... you remember who you were before you become the avatar of chaos, Discord?" Kagebi asked. Any trace of a good mood that Discord might have been in, it was gone. All eyes turned to Discord in confusion as he stared down Kagebi. "What do you know of who I am?' he said, voice dripping with anger. "More than you might think, perhaps more than you yourself."

In an instant and before anyone could stop him Discord was in Kagebi's face and chaos vines grew and coiled around his neck. Somewhere in the back of his mind he could hear Fluttershy screaming and begging for him to stop along with the others, Luna included, attempting to pry him and his vines off of Kagebi.

Calmly Kagebi's eyes locked onto Discord's. "From the moment my existance began, I have been the avaitar of chaos. If you know who I truely am and why I am who I am now, you will tell me." Discord's voice resonated not in anger but as a stone cold order. Kagebi closed his eyes with a heavy sigh. Swiping his tail across the vine, he made it burst into flames and release him.

Brushing off the ashes from his coat, Kagebi turned back to Discord and said, "While I don't know who you were, I do know why you are. You, Lord Discord, are the end result of a desire to stop a grand calamity." Kagebi's eyes glowed as the world fadded into solid white.

"To explain to you the origin of your being I must go back further, back to the time even before the ponies." Kagebi spoke calmly. Multiple glowing lights flowed all around them. The brighter of the colors were red, blue, orange, pink, purple and violate while the darker colors were marron, navy, black, grey, bronze, and crimson. The darker colors repeatedly clashed into the brighter ones as they fought them off.

"In the time before all true existance there were two sets of souls, the six souls of chaos and the six of harmony." the brighter lights zoomed down to the girls. " Honesty, Kindness, Joy, Generosity, Loyalty and Friendship. They fought against the souls of chaos, Deception, Cruelty, Dispair, Greed, Severance and Hatred, in order to protect the budding life about to bloom." As the lights contenued to fight the world slowly began to form.

"It was harmony that gave it form and chaos motion. The souls of chaos loathed the life that was taking form and sought to disspell what it had inadvertantly created. The souls of harmony however wished to aid in the nurishment of it, watching and helping it to grow.

"Though both were powerful they were far to evenly matched, they contenued to fight for centurys apon centurys before a final course of action was taken. Banding together they compressed all of their power into phisical gemstones that are now known as the elements of harmony. Using there power they did the only thing that they could and sealed the souls into six more gemstones which became the elements of chaos." All the veiwers watched in awe as all of what Kagebi described happened before them

"There was a price to pay for this however, in order to compress their power they had to give up their emortality and their eitherial forms. They spilt themselves into two forms the pony forms in which you find yourselves now and human forms, even I am not sure as to why however I do know that the crystal mirror exists as a gateway for that world. The elements of harmony bound themselves together and planted themselves into this world to become the tree, while the elements of chaos scatered to the winds."

All were quiet as all of this information sunk in. Twilight, unsuprisingly, was the first to regain the ability to speak, "Wow, never in all my live did I ever think that that was the origin of the elements. I theroyized, searched and never turned up anything like this."

Fluttershy shyly cleared her throat to gain Kagebi's attention. "Um... I was just wondering, what happened to the souls of harmony?" Kagebi nodded slightly as he contenued. "without their power or forms they died however they have been reborn in you six, though you are hardly the first reincarnations."

Turning his attention to Applejack he said, "The element of honesty's first reincarnation was by the name of Apple Core, your distant grand father." The orange light flew down next to Applejack and fadded becoming a large orange stallion with a dark blonde mane and an apple cutie mark. "Apple Core was once compared to the earth itself, strong and hard but giving. He never deseved anyone and could always see threw the deseptions of others."

"Oo-oo do me next, do me next!" Pinkie yelled happiliy jumping up and down, Kagebi smiled as the blue light flew down and became a white earth pony mare with a bright blonde mane and musical notes with colors all around them. "The element of Joy was a mare named Jubali. Be they earth pony or unicorn, pegasis or changling, dragon or minotaur, there was no one that Jubali refused to bring a smile to. Jubali had an ablitiy that you share with her miss pie, she could draw strength and magic from the one she brought joy to."

Kagebi turned to Fluttershy next and said, "The element of kindness was a paradoxical stallion." the pink light floated down and became something actually some what frightening. A large batpony was standing before them, he was grey with a snow white mane and marron eyes and a sword and shield for a cutie mark. His face and body were covered in scars, and his left ear was missing. "Stormcutter, despite apperence, was a kind and gentle soul who put everyones needs first. It was because of this that he first learned how to fight, he fought to protect any one who couldn't protect themselves."

"Aw ya, I'm next, if Fluttershy's was that cool I can't wait to see mine!" Rainbow Dash exclaimed. Kagebi smerked playfully as he said, "As you wish but be careful what you wish for." The red light flew down and became a small pink mare with a rainbow mane and a heart shaped rainbow as a cutie mark. Rainbow's eyes buldged as her jaw dropped, "That was ME!?" she all but yelled. "Rainbow Heart, the element of loyalty, was the caretaker of the first ophanage ever. there was never a time in which her foals ever were in need. It was because of her that the sonic rainboom became a thing of legend, being the first to use it as a means of saving a pegasis foal that tried to fly but failed."

While Dash stared off with a blank yet horrified look, Kagebi turned to Rarity and spoke, "The element of generosity was known as the Papur king." The purple light zipped down and formed into a navy blue stallion with a greying black mane, pencil mustache, and a diamond star cutie mark, "Lord Diamond, a king who was the first to discover the use of a locator spell for gold and gems however every bit he made using it he used for the ponies in his kingdom."

All eyes turned to Twilight when Kagebi began speaking with her, "The last of the elements took form in the idea that the ponies would need someone to guide them in the ways of harmony and peace. It was for this reason that Friendship handcrafted her reincarnation before she became one with the others." The Violet light gracfully floated down and became another Twilight but with a starry night sky as a cutie mark. "The first of the alicorns, the one who guided them all even after her death. Queen Twilit Soul."

The silence in the room was almost tangeble as all of them absorbed the new information. Discord desided it was best to break the tention and said, "Yes well thats all well and good but what about me?" That caught the attention of all. "I understand that that little display was for the benifit of the girls but you said it also had something to do with me."

Smiling at Discord's attempt to calm the situation Kagebi opened his mouth to speak, only to be cut off by an explosion and a unicorn walking in with a melevelint smile on his face. "Oh no, please, allow me to finish for you." Solar Dawn said as he advanced.


	4. Chaotic reunion

**Chaos and Harmony**

CHAPTER 4; Chaotic reunion

Solar Dawn walked calmly down from the doors, the alicorn amulet hanging around his neck and his eyes locked on Discord as he advanced. All was quiet save for Twilight softly wispering, "It's him..." to herself while trembling slightly. He got no more than two steps before Kagebi jumpped infront of him, "You've no buisiness here, leave now," he growled.

A small laugh escaped Solar Dawn's lips as he said, "Oh I do have buisiness, just not with you," an amber aura covered Kagebi as he leaned forward, "begone." With that Kagebi was flung across the room, only to spring board off the wall back towards the Dawn. Dawn mearly sighed as he erected an aura bubble shield to defind himself. "I don't have the time to deal with you at the moment," Dawn sighed before smiling menacingly, "Good thing I don't have to."

Before he had time to react, Kagebi was slammed into by a flash of green and yellow. "Where do you think your going furball?" asked Lightning Dust in a mocking tone. Rainbow was stunned and enraged to see one whom she had called a friend at one time acting in such a way.

"Lightning," She started furiously, "what the hey do you think you're doing?" Lightning Dust glared at Dash as she hissed, "What do you think I'm doing wing pony? I'm gonna take back what should have been mine from the start! Because of you I got kicked out of the acadamy!" "It was your own fault Dust," Dash said, "You only cared about yourself and could have..." the rest of he speach was cut off by Dust charging her, "Shut up. Shut Up. SHUT UP!"

Rarity, seeing her friend in danger, erected a sheild spell to protect her. Lightning Dust bounced off of it however the powerful punch of an off blue earth mare with a grey mane didn't. The shield shattered and Rarity was thrown backwards.

Both Applejack and Pinkie Pie stared in awe as Pinkie did her best to stutter out, "L...L-Limestone?" Limestone righted herself as she barked out, "Is that all your pathetic sheild could take? And you call yourself an element barrer." Pinkie ran up to her sister and grabbed her shoulders, "Limestone, what are you doing? Whats going on?" With every word she was losing more and more of her curles, Limestone however was uneffected and knocked her back. "Keep outta my way Pinkie, you know what I can do to ya if ya don't."

"Must you be so uncooth Miss Pie?" came an arrogant and snobby voice, all eyes turned to Blueblood as he trotted up to her. "You want some of this pretty boy?" she growled shaking her hoof at him, Blueblood mearly raised his nose, "Not at the moment but then we do have other matters to attened to." He turned his attention to the door he had just entered and asked smugly, "Isn't that right aunt Celestia?"

All eyes turned to the monarc as she walked in with an enraged look on her face. "How dare you raise you hooves against my son!" she bellowed before being shot by Solar Dawn, "I told you never to take that reched form in my presents."

Before Twilight had a chance to run up to her former teacher Celestia glared up as she spoke, her voice seiming to echo itself, "And I told you that we could easily win if you had let me manipulate them using her form." A flash of green and the prestine white alicorn became the incectoid changeling Chrysalis. "I have already told you that it's not about what's easier. You would do well to remember that just because you are a player dosen't mean I can not find another." Chrysalis growled as she looked away.

A bellowing laugh was heard from the shadow as one last pony entered the fray, a large ash grey unicorn with a black mane and a bright red horn. "I must say, I rather like the way you control your pawns." Sombra chuckled as he drank in the horrorfied look of the mane six, as well as luna and espeshally the young dragon that was instramental to his defeat.

"Are you suprised to see me pesents?" the dark king laughed, "Did you truly believe that you had done away with me?" "We saw you get blown to bits." Spike said angrily. Sombra scowled that the fear that held the young one had vanished, "All you did was vanquish my shadow, did you really think that after a thousand years locked away I would simply charge in, do you really think me so foolish? I sent my shadow in my stead while I tried to find my way into the city, once it was destroyed I mearly went into hidding until such a time that I could regain my throne."

Discord, having finally having his fill of annoyances for the day, said darkly, "As much fun as it has been to catch up with old aqantents, I do believe that we have all had just about enough interuptions for one day." and snapped his fingers. All six intuders were suddenly incased in steel cages, only to have them fade from existance and be absourbed into the alicorn amulet on Dawns neck.

Crimson static began to suround Dawn as he laughed, "Wonderful, it's so much more fun when all the players follow along." He charged a beam from his horn only to be stopped by a dual stream of fire, one red the other green.

Smoke rose from Spike's open mouth as he and Kagebi glared at the dark six. Without once ever taking his eyes off of them, Kagebi spoke, "Discord, leave." "Excuse me?" he shot back angrily. "It's you they're here for, I don't know why but they are. You need to go before they have a chance to get at you."

Sombra bared his fangs as he roared, "You dare to challange us!" The flame was snuffed out by Lightning Dust, who laughed, "Dude calm down, no need to be theatical." "Indeed, we do have a job to do." Blueblood said as he brushed off his vest.

Luna walked forward as she said, "Solar Dawn, Thy are my nephew, surely we can come to some sort of comprimise." Though her voice was soft, her expression was that of a stern adult. Dawn laughed slightly, "Oh yes dear Luna, Celestia told me all about you. The alicorn of the moon, her dear little sister, the one she trapped on the moon for a thousand years."

Luna was taken back by not only what he was saying but the harsh way he did so. "In some ways, we are very much alike, you and I. We both Strived and suffered for our crafts and in the end were shuned for them. The only real diffrence was mine was at least practical. Oh well." Before anyone could stop him, Dawn shot Luna with a blast, knocking her out.

Black crystals suddenly sprung up from the ground and covered the hooves and claws of the remaining group, along with the horns of Rarity and Twilight, effectively stopping them from getting in their way.

Discord, sensing the on coming threat, threw up several shields and even a few chaotic baricades, all of which seamed to fade away and seep into the alicorn amulet. "As much fun as this has all been, we do have other matters to attented to so let hurry this along." Solar Dawn mocked as his horn lit up. Chysalis and Sombra also lit their horn in addition to Blueblood, Limestone and Lightning mearly got into position.

Discord looked to all his friends for a moment before turning back. He couldn't stay here. Discord had been alive more than long enough to know where this story was going. What ever magic they were using it could only absorbed his magic after it's cast, he could easily get away. He could teleport miles away just without his friends, it would take far to long to transport everyone and he couldn't afford to make two trips.

There was only one option.

With a snap of his talons, Luna, the mane six, Spike and Kagebi were all gone. Everyone's eyes, save for Dawn, widened. Before he could do anything else, Dawn bound Discord and his magic to stop him from simply disappearing.

"What the hay did you just do?" Limestone roared, Discord only smirked as he said, "Oh miss Pie you must learn to calm down, I was mearly protecting my friends. You see teleporting beings isn't as easy as one might think. The stronger the being, the harder it is. Between two alicorns, five magic charged ponies, a baby dragon and fox spirit I simply could not hope to follow."

"So why stay?" Dawn asked a grin on his face, "You could very easily have gotten away, gone and gotten help, and yet you stayed. Why?"

"I sincerely doubt you would have treated my friends with any kind of care. I really don't care what malcious intent you have instore for me but you will not lay a hoof on them. I can take what ever you can throw at me so please, give it your best shot."

While the others were furious and ready to kill Solar Dawn began to laugh, "Oh don't worry Discord, we will." Each retook thier place, thier bodys begining to glow slighly, as a magic circle surounded him. Discord closed his eyes as he began to feel it. Only one thought flowing threw his mind, 'I hope the girls are okay.'

 **Well there's chapter 4. So far all of these chapters had been pre written so from here on it might be ahile before the next chapter is out, but pleasebe patient I am working on it. On a Diffrent but not totally unrelaited subject, in an effort to modivate me into working faster I'm going to try to be a little more inter active. The first reader to guess the what's going to become of Discord will get a shout out in the next chapter and if they want a sneak peak into chapter five.**

 **Now for a totally diffrent subject, requests. So far I've only had two people actually make a request but I would like to say this. While I love to listen to any requests you all may have you must understand three things.**

 **1\. My writing schedule is shaky at best. More than likely it will take me months to make an idea that wasn't my own.**

 **2\. I'm rather picky about what I write. Anyone who has read my work knows that I have a tendancy to stick to one or two characters. It's something I'm working on but...**

 **3\. Creative freedom. If I do take your reqeust you have to be specific about what you want or I'll begin to wander off. I don't have an issue following orders, quite frankly I prefer it.**

 **I'm not tring to scare anyone away from asking me for anything, it's an honor that one like my work enough to have someone wanting me to write for them. I greatly love for people to ask, I just want everyone to know what they will have to do. Thanks to you all and good luck.**


	5. Harmonious Bonds

**Chaos and Harmony**

CHAPTER 5; Harmonious Bonds

Celestia was trying to enjoy her morning, something she was struggling with. Between the return of her son, the emergency that drew her sister from her side and the day to day hasstle of running a country she was simply at her wits end. That's why when with a flash of light seven ponies, a dragon and a fox fell onto her lap she screamed, "What in Tartarus!"

Twilight jumped up and screamed "Discord!" She tried to teleport but found that her magic was still sealed. A frantic look overtook her face as she began to run around in a panic, Celestia doing her best to calm her.

Kagebi, having had his fill of running and screaming, grabbed her tail causing her to fall. "Ms. Sparkle, please stop that." he said calmly, though the throbing vein in his forhead betraed his annoyance. Turning to Celestia said, "While I'm sure you have questions we don't have the time to try to explain."

"We have to go back for Discord," Fluttershy said as she flew infront of Kagebi. "I'm sorry Ms. Shy but we..." anything more that he was going to say was cut off by the look in her eyes. It wasn't the stare that she was imfamous for, it was a simple but pleading gaze; the poor boy never stood a chance.

With a defeated sigh Kagebi turned to Celestia, "Please do what you can to disspell the seals on Queen Luna, Princess Twilight and Ms. Rarity. I will be right back." With that said, Kagebi walked into the shadows and dissappeared.

Meanwhile in Ponyvile, Limestone and Lightning Dust stormed around the castle, breaking everything they could. Solar Dawn watched them in mild amusment for a moment before turning to the equinoid figure huddled on the ground. "What should we do hith him?" he asked.

"Who cares," Chrysalis said as she admired the new trinket around her neck, "So long as we have this power what does it matter?" A dark and melevilent laugh boomed threw the destroyed halls as Sombra walked forward, ""If you are listening to sugestions, I say we kill him right now. No sense in letttng something come back to bit us in the f-"

A flash of light blinded them all for a moment as a magic circle surounded the equinoid form. Dawn was the first to regain his sight; shadows reached out and engufled it, pulling it threw the floor and away from the six.

"What the hell?!" Limestone roared as she stromed over to the area when the pony had once been, "Where the hell did he go?!"

"Out of your reach," Kagebi said as he calmly walked into view, "that's all you neeed to know at the moment." More circles bound them and their new magic. Kagebi's eyes started to glow as he spoke, "I may not be able to stop you all myself but I can give them a fighting chance." Before his eyes the six were pulled into the circles and vanished.

Kagebi sighed deeply as he fell to the ground. "Not yet," he panted, fighting his way back to his feet, "There's still too much to do." He walked back into the shadows, though much slower than before and once again disappeared.

Back in the throne room Celestia just finished disspelling the curse when Kagebi fell into the room. Fluttershy flew to him and helped him back to his paws. "Kagebi, are you alright?"

Struggling back to his paws Kagebi shook his head again as he said, "Yes, I will be fine. Just give me a moment." After a few minutes of deep breathing Kagebi straited up and contenued, "I have good news and bad news to give you. I was unfourtunatly unable to save Discord himself... however..." a magic circle appeared on the floor as an equnoid form rose.

lying on the floor was a grey unicorn with a flowing white beard. While most in the room were confused three stepped back in suprise. Twilight and Luna's eyes widdened while Celestia could only stutter out, "St... St-starswirl!"

"Wait, wait, wait," Spike said with his claws in the air, "Starswirl, as in Starswirl the Bearded? As in Princess Celestia and Princess Luna's tearcher? The stallion that dissappeared with an unfinished manuscript of magic?"

"I haven't any idea of who he is but before you was Discord," Kagebi said as he picked him up and placed him on the nearest cushion. "Also, for at least a little while you won't need to worry about the elements of chaos."

"How ever did you manage to subdue them on your own? Even with all of us we were unable to claim victroy." Luna asked.

Kagebi layed down as he spoke, "It was not as easy as you may be expecting Queen Luna. I was able to overpower them soley because of the element of suprise. As of right now they are in a pocket dimention though I haven't any idea of how long."

Rainbow dash zoomed infront of him, "What do you mean you 'don't know how long'? Weren't you the one to trap them in the first place?"

"Yes I did," Kagebi said as he drank from a glass of water that Spike had brought him, "however you need to understand something. I am not all powerful, my magic is vast, even more so under the right conditions, but I do have limits. As it stands I was bearly able to make it back here. For the time being I was able to seal them away but it's only a matter of time before they over power the seal and escape."

"Will you be able to feel when they escape or are we back on square one?" Spike asked as he took back the glass.

"Ever the observant one," Kagebi said with a gentle smile as he got back up, "I will be able to sense when they make their escape though I doubt they will for some time. From what I could feel their powers were about to blossom, no doubt they'll take advantage of this time to train to use them. Thankfully..."

The sound of a moan interupted Kagebi, all eyes turned to the wakening unicorn. For the first time in what felt like centures, when Starswirl opened his eyes he could see the world as it was rather than what he could make it. His pale yellow eyes focused on the three alicorns staring at him, "It is good to see you Celestia, Luna. I always knew that you could asend."

Celestia finally found her voice as she said, "Starswirl, how... how are you here? you disappeared so long ago."

"He can explain on the way," Kagebi said, "Princess can you please get your guards to fly us to the tree of harmony? If I use the last of my magic I might be able to get myself there but there's no way I can trasnport everyone."

While in the chaiot Starswirl did his best to sit calmly. Before his transformation the three tribes had gained peace but not enough for the pegisi to be willing to fly others around, as such he was a little uncomfortable. In the back Kagebi calmly slept, knowing full well that he would need his rest.

After a few moments Starswirl had calmed enough to be able to speak. Celestia was the first to speak, "Starswirl, pleas what happened to you, how did you become Discord?"

Starswirl's pale gold eyes glassed over slightly as he recalled the events of the past. "It has not been easy for me over the centures. After finishing your training, I had attempted to aid in bringing peace and unity to Equstria. After ten long years of researching I found something that I thought could be of use. the Elements of Harmony."

"Wait a minute," Applejack said, "You found the elements? I thought that was the princesses."

"Celestia and Luna found the tree because as Discord I lead them there." Starswirl said, "It was... more fun that way, though I had no idea at the time what they could really do I was aware they a sourse of great power.

"Anyway, when I tried and failed to harness their power I was forced to look elsewhere. Somehow I could feel something pulling at me. For another three years I searched and found what I came to learn were the elements of chaos. Dishonesty, Crulty, Depression, Greed, Severance and Hatrid, I was able to control five of the six. For some reason hatrid never allowed me to control it.

"Chaos... it gave me power unlike any I had ever come across before, but it was so dangerous. While I could do just about anything, all I wanted to do was shift and change the world, just not for the better. Threw much trouble and fighting myself I came to the decision to change them into something for good. While I did this I found out that I couldn't do this for hatrid. I was fource to bind it into a piece of jewelry. The alicorn amulet."

Kagebi sat up and streached, "That would explain why it kept absorbing Discord's magic."

Starswirl nodded as he contenued, "I devised a spell to change and shift the fate of the gems however, it did not work out the way I thought it would." Starswirl turned to Twilight, "I have some my memorys as Discord Ms. Twilight, The spell you finished, perfected, was the spell I had used."

Twilight gasped loudly as she put the pieces of a puzzle she had no idea she was working on together. "Of course... your unfinished masterpiece. That's why the girls were effected, but not me. The spell was to change the elements of chaos, which were used by only one pony, but because the elements of harmony are used by multipule ponies it swiched thier destinys."

"Exactly." Starswirl said, "When I used the spell instead of morphing them they curutped me, shattering my psyche and locking away my memorys. All I knew was the disire to cause chaos."

The carrage came to a sudden stop as they landed. "We're here." Kagebi said. "Get ready everyone, what is about to come is like nothing you have ever faced."

 **So Discord turned out to be Starswirl the Bearded, much of the lost past is coming to light and there will be much more to come. But the real question is what will happen nest. Stay tooned and please review.**


	6. Forms of the Ancient

**Chaos and Harmony**

CHAPTER 6; Forms of the Ancient

As the carriage landed the group stepped out into the night. Luna's bright full moon shown down brightly on the castle, bathing all in a soft glow. The instant the light shown over Kagebi his fur began to shimmer and glow as tiny wisps of white flame surrounded him, with four more tails growing out.

Ever calm Kagebi said, "I was unaware tonight would be a full moon." Even as he spoke he could feel his strength returning and his energy being restored.

Luna held herself back slightly, still somewhat uncertain of the forgiveness she received, "I thought it best to give you what assistance I could." Kagebi gave a soft bow of thanks before leading the group onward.

As they approached the tree Kagebi's eyes widened in aw. "The Tree of Harmony," he said as he approached, "I had read ancient texts and have been told of it's majesty, but it is so much more so then I had ever thought."

Shaking himself out of his stupor, Kagebi said, "Right, we don't have time to waste. Princess Celestia, Queen Luna, please come closer." As the two approached Kagebi closed his eyes and began chanting. The language was odd yet familiar to the elder alicorns, no doubt the first language spoken.

Fast as lightning, two of Kagebi's tails struck their forelegs, drawing blood from them. Though confused neither Celestia nor Luna argued, both knowing it had to be part of whatever ritual he was conducting. Taking his tails, with the tip coated in the Princess' blood, he touched them to the corresponding marks on the tree.

Kagebi continued chanting, the magic around him beginning to spiral. His eyes opened with a bright glow as, before him, the tree began to dissolve into the elements. The six glowing gems flew and rotated around their bearers. In a bright flash of light the elements flew into the six mares and their bodies were engulfed in light also.

It was extremely painful having your body rearranged, though the sheer about of magic coursing threw their bodies the girls might have made it worse. Their spine began to straitened out as their hips shifted, allowing their bodies to be bipedal. Their hooves split apart going from only having one a single broad stomp to having a soft base with five articulate digits. Several organs rearranged to cope with the new body type however the most notable was the face. The muzzle shrank down flattening out their face.

When the light faded what was standing before the rest were what looked to be Equinoid creachers, which Twilight had called humans. Adorning their bodies where and odd sort of clothing, white tunic tops with matching bottoms. Each tunic was marked with their cutie marks. (Sorry if this threw you out of the story, I'm not good with clothes.)

"My word," Rarity said as she admired her new form, "what are we?" She looked first at her hand, then her torso and legs. Despite the obvious distaste of being transformed with no warning, Rarity had to admit that her new form defiantly had it's charms. Rainbow Dash didn't share her opinion if her angry cursing was any indication.

Twilight looked herself over a few time before saying, "It looks as though we are some sort of hybrids, like our normal bodies seemed fused with the human ones."

"I'm afraid I don't know all of what happened," Kagebi said, "the spell that I just used has been passed down for generations among my clan. Regardless, for what ever reason you have your new forms it is imperative that you learn not only how to use them proparly, but also how to harness the full potential of the elements now inside of you." Kagebi turned to Twilight, "you have had the most experience in being human, do you mind teaching them basic movement."

Twilight nodded and left with the girls. "We had better be on our way as well," Celestia said, "there is much to take care of in Canterlot."

"On that note," Kagebi said, "There are a few thing that I need you to see to if you would princess." Celestia turned to the young fox in surprise. "Their is no guarantee of victory so it would be prudent to have a secondary plan. If we can gather as many spell casters as we can I will teach them a special spell to a pocket dimension that my and other clans reside in. while you gather them I will speak with the tribe elder, I have no doubt he will allow you refuge from the coming storm."

"Would it not be a better idea for us to stay?" Luna asked, "Surly if we all fought as one we could easily over power them."

Starswerl tilted his head up in thought before he spoke, "It is a good idea in theory however we must be aware of a few factors. Firstly is that not everyone in Equstria is well trained in combat, this was true even in my time, so it must be even more so now. Secondly while six verse six hundred thousand might sound like good odds however it will only over crowd us, hindering our movements while allowing them to pick us off."

Kagebi nodded. "Indeed. Not only that but from what our legends have said, the war between chaos and harmony will be wildly dangerous. If you are not directly influenced by the elements you might be severely hurt if not killed." Turning to Celestia again he said, "Once I have been granted permission by the elder I will start training your mages in the art of trans-dimensional travel and their training in the full potential of the elements."

The two monarchs and the ancient mage nodded and made their way back to the chariot. The sound of a sigh drew Kagebi's attention downward, the little dragon who had been sitting quietly the whole time. From just the look on his face Kagebi could tell something was wrong. He followed the whelp's field of vision and found the mane six attempting to walk properly. "Are you going to tell me what's wrong Spike?"

There was no flinch of surprise or hesitation when he spoke, "Do I have a choice in the matter?"

"Not really. We don't really have the time to drag this out."

Spike sighed as Kagebi gently sat next to him, keeping his eyes trained on the girls as well. "I doubt that you'd understand what I'm going threw."

Kagebi flinched slightly as he saw Rarity fall over again. "While that is a possibility one never really knows until they try. Like you all I have been threw much in my life. What is that old saying? Nothing ventured nothing gained."

Spike was silent for a long moment before he spoke again, "I'm tired of not being of any use to them." Kagebi gazed at him threw the corner of his eye with a look of confusion, he was well aware of the myriad of tasks that he completed for not only Twilight but all his friend as well as the whole of Ponyvile.

Reading the look he was being given Spike said, "Not like that. As much as I love being Twilight's number one assistant, I want to be with her and the girls in protecting Equstria. Over these last few years... I've been left behind more and more. I know it's because they want to protect me, because I'm still as small as then, but it tears me up inside knowing that they're being sent to face off against some ancient monster and I'm just sitting and waiting. It's their fate to save the world, I guess it's mind to just follow."

"Fate is just a word Spike" Kagebi said as he watched the girls. "One's destiny is never just laid out before them, it's up to everyone to forge their own path." Turning fully to the young drake, "Do you know why it was I who was chosen to come here and deliver this message?" when Spike shook his head he continued, "I was because I was born with a rare gift, I can see one's past. Not just their life but even further beyond. It was how I was able to find the reincarnations of the element barres"

"So it was your destiny?" Spike asked sinking deeper into his depression.

"Perhaps, but it was never a guarantee." Spike turned to the fox in confusion. "Rare as it was I was not the only one to have been born with this gift. Out of the hundreds born only fifteen held the gift, thoughs fifteen trained all our lives to earn the honor of bearing the soul brand," at this he gestured to the mark on his flank, "We were tested rigorously and fought one another often and in the end it could have just as easily been another who was chosen." Kagebi looked Spike right in the eye as he spoke. "Never believe that there is nothing you can do," Kagebi's eyes flashed for a moment before he smiled deeply, "You have much potential you have yet to tap into."

Spike smiled slightly, "I still wish there was something I could do to help them."

The gears in Kagebi's head began turning in double time as he thought started to put pieces together and thinking of any consequence of what he was planning. "I have time before returning to my village, I can train you in combat. It won't be very much but you will be able to hold your own against at least a few foes." The sudden feeling of something grabbing him around his leg drew his attention down to where Spike was latched to him, thanking him profusely. "It uh... It's my pleasure Spike, now please let me go..."

It had taken three days for the girls to get the hang of walking on two legs and how to proparly use their new hands. And in that time Kagebi had made it back to his home and talking to the elder. Permission had been granted and he had shown Celestia and Luna the spell they would need to teach the mages.

"There is one other thing that I need to tell you princess." Kagebi said, "The portals that we are going to open will take all that we have so I hope that you stressed that **everyone** be ready. Once we close the portals we will not be able to open them again for some time. Even for one traveling on their own it is difficult to accomplish."

Celestia nodded in understanding. "I will see that it is done. How are Twilight and the others doing?" she asked, worried about her friend and former student.

"With Twilight's help they are learning far faster than expected." he replied with his eyes closed, "I plan on starting their real training tonight."

"Will they be able to accomplish the task before them?" Luna asked, "It has no doubt been a daunting task to learn to move in a new form, will they have the time to master what ever it is that you wish to teach them in such a short time?"

Kagebi opened his eyes as he watched the setting sun. "Realistically no," he said, "it's much more likely that we will run out of time before we are ready. I however have more than enough faith in their abilities to pull off miracles and an idea to gain a bit more time, though for the latter I will need your help my Queen.."


	7. Art of the Weapon

**Chaos and Harmony**

CHAPTER 7; Art of the Weapon

As the girls walked into the open field that Kagebi had picked out of them Rarity couldn't help but groan, "I know that it is for the purposes of teaching us how to... ugh fight, but did he have to choose such a dirty field?"

"More than likely its because we are going to need a wide open space to do what ever it is we need to do." Twilight said. Even she had to admit she was surprised at the speed of her friends picking up walking on two legs and using hands, granted both she and Spike had been helping them every step of the way but still. One odd thing that she had noticed about her number one assistant was that he seemed to have some sort of side project all his own. He would be gone most of the morning and come home exhausted.

"Very astute Ms. Twilight." Kagebi said walking up to them. "We will need all the room we can find for your training."

Rainbow Dash flew up to the fox with an uncertain look on her face. "Hey I've been meaning to ask, how exactly are you going to train us? I mean yeah under normal circumstances you probably could but we're... we're kinda different now. How is something with four legs going to teach something with two how to-" Before she had a chance to finish Kagebi shape shifted. "...Fight..."

Kagebi now also stood on two legs, his paws forming hands and his muzzle flattening out just like the girls. A mischievous smirk played across his face as he asked, "Will this do?" when he received a nod from all he said, "Good, we unfortunately don't really have the time to mess around."

The moon, once again full, shone down on Kagebi causing his fur to shimmer in power again. Kagebi placed his palm down on the ground, "Twin seal barricade." after he said this an enormous symbol appeared, it was a six sided star surrounded by two rings, both with intricate symbols engraved on them. As he stood back up, the shimmering faded.

"What is all this?" Applejack asked. She recognized a few of the symbols being that many of them on the barrels that held the farm's apples.

"It is a special kind of barrier." Kagebi said as he took a few deep breaths, soaking in the moon light, "The Barrier is for the protection of the general area, the ring surrounding it is to slow time out side it and the outer ring absorbs kinetic energy and uses it to feed the others."

"That's brilliant!" Twilight exclaimed in utter excitement, "Given how much we will probably be moving and running it will have all the power it'll need!" Even threw his fur you could see his blush.

"Ahem, yes well... even with the extra time we shouldn't dawdle." Kagebi's eyes began to glow as each of his five tails began to twitch and flick individually with a sixth one growing. Before The girls' eyes each tail seemed to walk off until they each seemed to have their own body. The only difference between the six Kagebi was the eye colors they had, one had bright red while another blue, another with pink with one having purple and the last two with orange and violet.

The six girls all stared in shock as the clones began to position themselves around the general area. The violet eyed one spoke, "What you see is one of the hided secret arts of my clan, the solid illusion."

This time the one with red eyes spoke, "The art is forbidden to use under any circumstance less than world ending."

"And I'd like to believe that this is such an event." the pink eyed one said with a smile.

"Ok," Rainbow Dash said, "that's all well and good but what exactly are you planning on teaching us?" In answer to her question the red eyed one rushed Rainbow and delivered a hard punch to her face, sending her flying back.

"RAINBOW DASH!" Applejack yelled as she ran to help her friend only to just barley block a kick to her chest by the orange eyed one; thus starting what can only be called a battle royal. Violet and Purple synchronized their attacks to separate Twilight and Rarity respectively, Pink rushed at Fluttershy a retreating Fluttershy. Blue was surprised by Pinkie who booped his nose giggling, "Tag, you're it!" before running off.

For well over an hour the six Kagebi's continued fighting the mane six, never letting up or showing mercy. 'Oh goodness,' Fluttershy thought, 'what am I going to do? I don't think that I'll be able to keep up much longer...' Fluttershy's thought were immediately derailed as she saw what was about to happen.

In the midst of her battle with red, Rainbow Dash was knocked back onto the ground, with Red coming down with a guillotine drop kick. Pink rushed forward for a spin kick, only to swing at nothing. Rainbow rubbed her head, attempting to stop the world from spinning. She looked up just in time to see Red's attack, though despite her pride she had to look away. The sound of metal ringing redrew her attention.

Looking up, Rainbow was shocked at what was before her. Red, who looked both surprised and pleased, seemed to be standing a top a bright pink shield that had a large butterfly symbol on it. Fluttershy looked somewhat frightened but refused to let go. Her clothing had changed, going from a simple tunic to a green sweater and a floor length skirt that parted just before her knees. "Fluttershy... is that you?" Rainbow asked.

"Yes..." Fluttershy said as she pushed outward, pushing the shield and throwing Red off. Looking down at her hands, her new attire and then the glowing shield "This is such an odd feeling. I don't know why but I feel like all the power in the world is running threw my finger tips." Seeing Red come in for another attack Fluttershy moved her hand to redirect the shield to block not only Red's attack but Pink's as well. While Red only bounced off it again Pink seemed to glitch like static then faded away.

"Fluttershy, how did you do that?" Applejack asked as she kicked Orange away. "And where did you get that shield?"

"I'm not sure," Fluttershy said as she once again redirected her shield to protect Rarity from Purple's spin kick. "All I know for sure is that I didn't want Rainbow Dash to be hit."

As the two continued to try to make sense of the situation, Rainbow noticed Orange lunging at Applejack. When she was being completely and unbiasedly honest with herself, Rainbow Dash knew that she often rushed into things without thinking proparly; this was easily one of thoughs times. She didn't think, she didn't have to, Fluttershy wouldn't be able to react in time to save her and at the speed he was coming Applejack's arm would shatter if she tried to block. 'I don't care if this breaks me in half, I won't like you hurt them!' she snarled in her mind.

The air grew thick as the sound of whistling filled it. Orange turned just in time to see a rainbow rocket send him clear across the field. Rainbow Dash snorted as she straitened her form. Like Fluttershy's had Rainbow's clothes had changed. She now sported a pair of tight blue shorts and a pale blue backless shirt allowing her wings plenty of free space. Strapped to her arms were large heavy metal gauntlets, each emblemlazened with her cutie mark with two indented holes on each.

"Thanks Dash," Applejack said, "You too huh?"

"Looks like it." she said, "couldn't let him get you and Fluttershy." Out of the corner of her eye, Dash saw Red rushing towards her. With a cocking grin she dashed forward, her gauntlets shooting out a rainbow colored bust of power, pushing her even faster. Rainbow, using a super powered speed and strength boost, stuck Red across the face. Like Pink had Red smiled slightly as his body glitched slightly before he shattered.

Twilight had been watching the whole thing and did what she did best, she put the pieces together. "Guys I think I figured it out!" she said as she used her magic to block another salvo of blows from Violet, "These clones, they fade away when you find some sort of weapon. I'm not sure how but..." Twilight's thought was cut short as Violet finally landed a punch to her gut.

Before he had a chance to follow up with another Pinkie popped in front of his face. "Peekaboo!" she giggled merrily as she double palmed him, knocking him down and back a good ways. Turning on her heels Pinkie lifted Twilight onto her shoulder, "Let aunty Pinkie help fix you up."

As had been the case in many a time Pinkie was far beyond the curb. With her keen eyes she had seen when and how Fluttershy was able to draw upon her latent ability. Once she saw Rainbow unleash the same ability she could already guess what she would have to do. Gently grazing her hand across Twilight's stomach Pinkie frowned a little. "You have a broken rib Twilight," Pinkie said in a serious tone before smiling brightly, "But don't worry I got ya."

Threw the pain Twilight could hear the sound of soft humming as well as feel a gentle warmth flowing threw her body. Rapidly the pain in her side faded as the bruise faded and the ribs mended back together. When she managed to open her eyes again, Twilight was greeted with the sight of pinkie's hand over her stomach. Adorned on Pinkie's wrists were glowing silver bracelets with golden balloons on them and seemed to exuding the warmth and energy that was healing her. Pinkie, like Fluttershy and Rainbow Dash before her, had her clothes changed, she now had a bright yellow tube top and denim overalls.

"Come on Twilight, we gotta keep moving." Pinkie said as she helped her off the floor. Blue, who had been trying in vain to land any kind of hit on her, took this opportunity to try and deliver a lariat only to had her duck under it. "I'm sorry baby blue but I can't play with you anymore." she said as she flicked him on his head with her still glowing bracelet, causing him to glitch out of existance.

Stunned for only a moment Twilight decided not to question how Pinkie knew to do that, that was a headache for another day. "Pinkie, sense you seem to know how to trigger what ever this is and you've already dealt with your clone can you go help Rarity? While I at least have some combat training Rarity has been fighting blind."

Pinkie nodded seriously with a salute before bouncing away giggling like a maniac. Twilight sighed as she dodged another attack form Violet, yes she had some experience but not nearly enough to really put up a good fight. 'How do I manage to call upon that power?' she thought as she put up a small shield spell, 'From what I can tell this has to be some form of the elements of harmony.'

"Really now," Rarity said as she moved just out of the way of one of Purple's swings, "it is just rude to try and hit a lady! Surely we can be sivile in all of this."

Purple jumped over Rarity and swept her legs out from underneath her. "None of the Elements of chaos will be willing to be sivile, this is why I'm trying to teach you how to fight. Now stand and defend yourself!" After his little monolog Purple attempted to stomp the ground where she was, only to be drop kicked by Pinkie.

"Head shot," Pinkie said, imitating the voice over of a video game she had played, before continuing to hit him, "Double kill... triple kill... MA-ma-ma-monster kill-kill-kill!" As Purple went flying into a tree Pinkie helped Rarity up. "You okay Rarity? Looked like you were really struggling there."

Rarity took in Pinkie's new attire in awe but shook it off and got up. "I'm fine darling but thanks for the help. How on earth did you manage to transform?"

"Oh that's easy," Pinkie said as she jumped over Purple, who was attempting to sneak up on her, "You need to fully embrace your element, don't just use generosity, become it! Like this." Pinkie jumped in front of Purple and booped his nose. "Tag, you're it." Purple looked confused for a moment before swatting at her and charging Rarity.

Rarity thought over Pinkie's words. Become generosity, how does one become an action? Before she had a chance to really think about this, she saw Pinkie on the ground with Purple about to stomp her like he had almost she herself. She did think, she didn't have time. She knew that she wasn't like Rainbow Dash, if given the chance she greatly preferred to think things threw but at the same time she could think on her feet.

Purple was tired of Pinkie's nonsense. Using a hard palm thrust he knocked her into the air and was about to spin kick her but was stopped by an arrow threw his chest. Purple turned his head as much as he could and found Rarity in an archer pose, an enormous blue bow marked my her cutie mark in her hands, she was now adorned in a pale silver evening dress. Unable to do anything else, not that he really wanted to, Purple smiled as he glitched out of existance.

Pinkie turned to Rarity, a big smile on her face. "Are you alright darling?" she asked before being tackled by the pink menace. "I guess that means a yes?" she giggled as she got up before she composed herself, "Alright Pinkie, we don't have time to play. I'm going to help Twilight you help Applejack."

"Right-o" Pinkie saluted before she jumped away. Rarity nodded and shot an arrow at Violet before running to Twilight's side.

Applejack slide back after having blocked another strike. Orange walked forward slowly, covered in bruises and annoyed but ready to continue. Fluttershy and Rainbow Dash were both bound in chains that looked as though they were made of shadows. 'Aw hell,' she thought to herself, 'this one ain't holding back on me. I can't... no I can do this.'

Calling on a fighting style she had found in Twilight's library, Applejack assumed a boxer pose and jabbed at Orange who parried and assumed the same stance. For a few moments the two exchanged blows, jab and parry, wide swing and uppercuts, but in the end Applejack found herself on the ground. Orange came down with a hammer arm but was knocked aside by Pinkie.

"Pinkie, what are you doing?" Applejack asked as she got back up and back into a defensive stance, "I can handle this on my own."

"You can?"

"Yes I can," she said as she pulled Pinkie out of the path of Orange's fist, "he ain't so tough." As if to prove her point Applejack dashed forward and tried to jab at Orange only for him to jab even faster. Before his blow could connect Pinkie began to tickle Orange's sides, throwing his aim off and allowing Applejack's to hit.

The two opponents jumped away from one another to regroup. "Hold still AJ, I got you." Pinkie said with a slight giggle as she began healing the girl.

Applejack got a good look at Pinkie for the first time and just had to ask, "You too Pinkie? How is everyone doing that?"

Pinkie and Applejack jumped apart as Orange attempted another guillotine kick. "Do what you do best Jackie, be honest." Applejack did what she could to figure what on earth the peppy pink ball of energy was trying to tell her while still avoiding Orange's attacks.

Orange's movements were erratic at best. Fighting one was easy enough with his combat training however two was proving to be problematic, especially with the pink one. As erratic as his attacks had been hers were even more so, it was like trying to fight one of the drunken elders. The sound of a war cry drew his attention to the mare behind him. "I can handle him just fine!" Applejack roared as she tried for a hammer arm strike, on reflex Orange kicked back and sent her flying back into the barrier wall.

While not happy that he had to do that it was necessary. "APPLEJACK!" Pinkie screamed as she tried to get to her only to have Orange stand in her way. This one by herself, while difficult, would still be manageable and might be able to seal her away long enough to help the apple farmer unlock her new power.

Applejack's whole body ached and her vision was blurred to the point that the only thing she could recognize was colors and even that was vague. Eventually she regained her vision and the first thing she saw was Pinkie and Orange going at it, with her slowly beginning to faulter. 'Damn,' she thought, 'why did I have to be so damn prideful? I couldn't beat him on my own, I been lying to myself and now Pinkie's gonna... no... NO SHE AIN'T!'

It had been a long fought match and he had taken many hits in the process, greatly surprised by the right hook that he was sure dislocated his jaw, but now was the time to end this. Raising his palm Orange began his chant, "Binding seal, chains of-" Before he could finish the sound of something cracking sounded and a tree sprouted with a branch wrapping around his arm then his neck.

"I ain't about to let you hurt my friend." Applejack said with a stern expression. In her hand was a curled up whip that looked like vines. Applejack was now adorned in yellow short shorts and a white tank top with leather chaps and jacket. Like the others Orange smiled as he glitched away.

Applejack ran up to Pinkie and helped her up as Fluttershy and Rainbow Dash, finally being released, ran up too. "You Okay sugar cube?" she asked. Pinkie saw both Applejack and how she was dressed and had but a single option of what to do, she tackled her to the ground.

"APPLEJACK!" Pinkie squealed in delight, "You're okay! You're okay, you're okay, you're okay! I was so worried about you but I'm glad you figured out what to do!" While Pinkie was having her little fit her healing powers began to seep out and healed them both.

"Hey uh, Pinkie, any chance we could get some of that?" Rainbow asked, the response was immediate as pinkie pulled the two in for a group hug.

It was a nice moment however a thought popped into Fluttershy's head that ruined it. "Um... girls, what about Twilight?" Three sets of eyes popped open simultaneously as a single thought raced threw all of their minds. 'CRAP!'

Both Twilight and Rarity were panting as they kept they're eyes on Violet, who was holding one of Rarity's energy arrows. Violet looked at the arrow for a moment before clinching his fist and shattering it. Rarity gulped before turning to Twilight, "Darling, you do have a plan don't you?"

Twilight shook her head as she said, "No I don't. Every one of my spells have been over powered and my combat experience is no where near his. I can tell this one is the strongest and my the look of it I think he's done holding back."

Violet's eyes narrowed as he cracked his neck, "Here I come..." Dashing forward, Violet attempted a spin kick but met with Fluttershy's shield and Rainbow's power punch. With the six mares once again together Twilight was confident enough to try for a plan.

"I got a plan girls. Rainbow and Applejack you two and I are going for offense, Rarity you handle cover fire and Fluttershy you protect Pinkie so she can heal us if something happens." With a resounding "Right" the mane six began their assaults on Violet.

Applejack cracked her whip next to Violet and sprouted a sapling to grab his leg and Rainbow delivered a power fist to his face. Pulling his face back he grabbed her wrist and flung her at Twilight. "Crimson flame," Violet said as a fire ball formed in his palm and shot toward the two. A shining arrow intercepted the attack as Applejack re took her boxer stance to try and pummel him. "Shadow dancer." Violet suddenly jumped away from the attack, the tree seeming to faze threw his leg, as well as another of Rainbow's attacks and three of Rarity's arrows.

"What in tarnation!?" Applejack roared as she grew more trees in an attempt to at least slow him down. Violet just kept jumping back and sideways with the bulk of the branches fazing threw him. He stopped for a second when he felt a bit of blood drip down from his eye only to be struck by a magic pulse from Twilight.

Rainbow noticed this and yelled, "He's venerable!" Thinking he was saying thoughs things to sound cool, she took a page from him and screamed "RAINBOW SHOTGUN!" blasting a charged shot of energy at Violet. Violet held up is hand and was about to chant when he had to turn to catch an arrow again. Knowing that he wouldn't have the time to try another chant Violet flipped the arrow so that the tip was pointing towards the wall of rainbow energy and took the hit.

"That had to have gotten him," Rainbow said with her cocky attitude only to have it wiped away as an arrow found itself in her shoulder. She hit the ground hard as the arrow resolved and let a gaping wound. Applejack's roar of pain drew their attention over to see Violet, bruised and bleeding, standing over the mare in question who had both her arms dislocated.

Violet was about to rush Twilight but instead met face first with Fluttershy's shield while the enraged mare shouted, "Pinkie, heal Applejack and Rainbow Dash!" Fluttershy proceeded to swing her weapon to try and force him back.

"R-rainbow... first..." Applejack moaned.

Fluttershy was doing and amazing job of pummeling threw to fabulous combination of distance shots from Twilight and Rarity, blocking the few blows from him and the good old fashion stare that caused him to occasionally lock up. Soon the rest of the girls regain the fray. Violet jumped to the far end of the field and began to speak, "You are failing yourself Twilight, you rely far too much on your friendship. You can only fight if you are together. Meaning that if they can get you alone they could easily kill you. Your friendship is making you weak."

"You're wrong," Twilight said with a determined look on her face, "friendship can never make you weak. It's because of our friendship that we're standing here, how we have been able to stop every thing that has come to try and hurt others. And now our friendship is going to save everything." While she was speaking Twilight's body began to glow. Holding out her hand something began to materialize in her palm. "And it all starts here."

The object finished materializing and reviled itself as a long staff with a six sided star in the crest. Twilight's clothes became a dark purple corset with a crystal knee length skirt and a crown on her head. Twilight tapped her staff on the ground once and caused a pulse to flow out. The weapons of the other girls began to glow as Violet started to glitch but never quiet faded.

"Yo-u hav-e done well e-element mas-ters," he said threw the glitching, "Though what i-i said be-fore still st-ands t-rue." Violet finally faded and reveled Kagebi who was smiling proudly, "If you want to truly be prepared to fight them the real training will have to start immediately, both as a group and one on one."


	8. It begins

**Chaos and Harmony**

CHAPTER 8; It begins

"This is quite the spectacle to behold." Luna said as she watched the six girls moving in what could only be called fast forward. "Prey thee, just how much time has passed within the dome?"

Kagebi, who was sitting beside the blue alicorn, did a few calculations in his head as he said, "About seventeen to twenty hours."

Luna's eyes widened in shock as she said, "Truly? It has been but a few moments here, no more that three minutes. Tell me, is this spell dangerous in any way?"

"If used incorrectly yes however I have taken every precaution that I could to insure their safety." Kagebi gently held his head as he began to feel a headache coming on. "I am thankful that we had the time to come and set it up earlier..."

"Art thou alright young fox?" Luna asked.

"I'm fine Queen Luna, it is just- AHH!" Kagebi suddenly grabbed his head as blood began to flow down his right eye. Luna rushed to his side in an attempt to check on him but he was quickly back on his paws. "We're running out of time, they're already trying to break free."

Wiping the blood from his face Kagebi turned and began running, "We need to spread the word and get the portals prepared. I don't now how long I'll be able to hold them off so we don't have time to waste."

"What of the girls' training?" Luna asked as she kept pace with the frantic fox.

"The magic seal will maintain itself for another hour at least. They need all the training they can get and we don't have the time to pull them out anyway. We have to focus on what we can do right now, saving everyone else from the wrath of chaos."

Back in Canterlot Spike was arguing with the princess of the sun. "Please Princess," He said as he tried once again to make his point, "I know that I don't look like much but I know that I can help."

Celestia sighed as she prepared the final portal. "For the final time Spike, my answer is no." she said turning to him, "It is too dangerous for you, their will be a large scale battle and you are still a _baby_ dragon. You will be much safer with us."

"I'M TIRED OF HAVING TO PLAY IT SAFE!" Spike roared, "I'm tired of having to sit back and hope that Twilight and the rest can pull threw, all the while knowing that I can at least help. I know that I don't have magic like Twilight, I'm not as strong as Applejack or can predict the future like Pinkie, I can't fly like Rainbow or charm others like Rarity, hell I can even be as intimidating as Fluttershy! I know all that but I know I can still help." As Spike finished his little tantrum tears began to leak out of his eyes.

Celestia scoped up the whelp as she held him close. "I know that you want to help Spike but I can't let you get hurt." she pulled back and looked the little dragon in his eyes, wiping away a tear as she did so, "My sweet little Spike... I don't know if you know this or not but I have always thought of you as my child. In many ways you reminded me of Dawn, you were so cleaver and always had a passion to learn. The only reason I let you go with Twilight in the first place was because I wanted you to find your place in Equestria; something I never let him do.

"I have always felt that Dawn's actions were my fault," Celestia sighed as a single tear escaped her, "I had pushed the boy so hard trying to groom him to become a prince that I never stopped to take into consideration what he might have wanted. I had feared that if I did the same to you the same result would occur."

Spike was stunned to say the least but it did sorta make sense, the earliest memory he could draw upon was that of Celestia singing him to sleep in his crib. "Solar Dawn's mistakes are his, not yours Prin... Mother." Celestia gasped in joy at his calling her 'Mother', Spike smiled shyly but immediately became serious, "I'm not going to be able to convince you to let me stay, am I?"

Before she had a chance to respond both Kagebi and Luna ran out from the shadows. "Goodness that was a strange experience indeed," Luna said, slightly dizzy, "How do thee deal with the quzyness?"

"Shadow walking takes some getting used to admittedly but it's faster than running and easier than teleportation." Kagebi said to Luna before turning to the Sun princess, "We have run out of time Princess, they are coming."

All of Celestia's features hardened, "How long do we have and what about the girls?"

"An hour at most, thirty minutes at least. As for the girls, the training seal on them will shatter when they emerge. More than likely the chaos element bearers will go somewhere specific when they do, if that is the case I have set up shadow walker seals to transport them there."

"Good work," Celestia said, "now we just need to evacuate. Luna, have you already sent out the signal to prepare?" The princess of the night nodded. "Good, Luna teleport to Ponyville and get ready with Starlight Glimmer to open the portal." Luna nodded and disappeared in a flash of light.

"Why dose Luna need to go to Ponyville? Can't Starlight open the portal herself?" Spike asked.

Kagebi walked up to the baby dragon and said, "Unfortunately no. Under normal circumstances it would only need one to open the gate, for this however we need to open the portal wider and for a longer time. It will take at least two archmage level mages to open the portal and another two to hold the rift. With all the Alicorn, myself and all the mages we should be able to evacuate everyone safely. We just have to make sure that we do it all at once, once the gate is closed, no one will have the ability to open it again for some time."

Kagebi and Celestia positioned themselves around the magic circle all the while the citizens of Canterlot began to gather, having seen the signal. The circle began to glow as the two began to feed magic into them before a beam of light shot skyward, about twenty others joining it from all across Equestria. The lights faded as reality itself began to distort until it opened to a strange void that looked similar but with muted colors.

While the ponies filed in Spike did his best to keep the line orderly while at the same time turning over in his head what Celestia had told him. To some degree he had always known that Celestia had cared for him like a son, the way she had played with him as a baby and the fact that to this day she made sure that he had all the gems he needed. 'She sees me as her son,' he thought to himself, 'it makes sense that she wouldn't want one going after the other, besides that I don't think she could handle losing another one. Still I can't just hide away and hope this will pass.'

Once the last pony made it in Spike, Kagebi and Celestia entered as well. As the portal began to close Spike closed his eyes with a stream of tears falling down his face. "I'm so sorry," he whispered as he suddenly jumped threw the portal and looked back, "Please be safe." Tears began to flow down Celestia's eyes as well as she reached for her baby but the portal closed before she could. Unknown to either was the smile that crossed Kagebi's face just before it did.

With the portal now firmly closed Spike turned around and said, "Okay Spike you can do this, just find one of the girls and do all you can to help kick some flank." At that moment a tower of bronze colored light erupted in the middle of Canterlot. "...Probably not the girls but at least a good place to start." he said as he began to run forward.

Off in the middle of the an open field the sound of something shattering resonated. The six girls all stood as the shattered remains of the barrier reabsorbed into them, healing and restoring them. "Are we ready?" Twilight asked in as calm a voice as she could. It felt like they had been trapped in there for years, fighting and training; preparing for the fight of their lives. Just as the others nodded their bodies began to glow, "This is it, let's go!" And with that each was transported away.

 ***A\N; Hey everyone! Short chapter I know but it's just a short set up for the next one. Just a heads up that the chapters following this one are going to be a lot more action oriented but I'm going to try and keep adding character development if I can. On a side note in my spare time, what little I can get, I have been reading some Kim Possible fanfictions and it has sparked my little creative demon (I refuse to call him a muse). Do you think it would be a good idea to start writing one up? If so let me know.**

 **Read, review and enjoy.**


	9. Vice Vs Virtue

**Chaos and Harmony**

CHAPTER 9; Visce Vs. Virtue

Rainbow Dash groaned slightly as she felt the energy of the teleport dissapate, suddenly finding out jaring magically shifting from one place to another was not a plesant experience. Looking around dash was suprised to find herself in Cloudsdale of all places. "What am I doing in Cloudsdale?" she asked herself.

"Oh come on Dash, even you aren't that dense." came a wickid reply, Dash turned and I are going to finish what we started in that stupid castle."

Lightning Dust, like Dash herself, was no longer a pony. She stood on two legs and was dressed in dark green running shorts and a backless belly shirt. Adorning her neck was a necklace embedded with a dark maroon gemstone in the shape of a lightning bolt but what really drew Dash's attention was what Dust had on her legs. Not unlike her own gauntlets, Lightning was sporting what could only be called iron boots, branded on the side with her cutie mark and giving off a slight glow.

Cracking her knuckles Dust grinned as she said, "I'm really going to enjorty ths Dash. I'm going to make you pay for taking away my future." In a flash of blinding speed she carged Dash. Summoning her gauntlets Dash easily blocked Dust's weak kick and was about to tell her off for being stupid when she vanished, reappearing an instant later behind her and delivering a devistating blow to her stomach.

Dash found herself being thrown threw several of the cloud buildings before she was able to regain tracktion. "What in Tartarus was that?" Dashed growled as she attempted to shake off the effects of that kick, it was seveal hundred times stronger than her first and the only reason Dash was still standing in the first place was that by instinct alone she had brought up her arm just enough to lessen the impact. "How were you able to go that fast?"

Lightning Dust adopted a smug look as she said, "Jealous Dash? In addition to other things, the element of Severance ampted up my speed. And the faster I go, the stronger my kicks are going to be." And with that she vanished again, leaving Dash to put up a guard and try to keep Dust in her sights.

Dust laughed to herself as she circled Dash, not yet attacking but not staying still long enough to leave an image. 'How dumb can she be?' she thought to herself as she rushed to deliver a super charged kick to Dash's head, 'Does she really think that she can keep up with me?'

Before the hit could land Dash was pushed to the side by a 'Rainbow pulse' as she called it from her gauntlets. Quickly locking Dust's leg in her arm Dash smirked as she said, "Tag... you're it..." before reignited her fist and slamming her fist into Dust's gut. " **Rainbow Pulse!** "

"WEEEEEEEEEEEE!" Pinkie giggled as she landed, teleportation had always been one of her favorite ways to travel. The first thing that Pinkie did was look around, both for her locaton and to see her opponent. Her heart slowed to a crawl when she realized where she was but stopped entirely when she heard the voice behind her.

"About time you came back home, lil sis."

Pinkie swallowed the lump in her throat before croaking out, "Limestone." Turning so that she could face her sister Pinkie found Limestone sitting on top of Holder's Boulder. Limestone was now sporting the same humanesk form, she had on black leggings with three slits on each tight a black leather jacket with a grey tank top under it and fingerless gloves with small chaines hanging from them. Resting round her neck was a navy blue gemstone in the shape of her cutie mark.

"So, the prodigal daughter finally comes home. Tell me, where is everyone? Ma and Pa would love to see you finally home to stay, and Marble will simply be beside herself to know she'll have her other half back."

"They're safe," Pinkie said as calmly a she could, "That's all I can tell you."

Sliding off the boulder LImestone crossed her arms as she began to circle Pinkie, "Is that so? Well I hope you enjoyed your time in that stupid town because now you're on the farm to stay, and this time you will do as I say, when I say, **how** I say."

Pinkie was taken back by the way Limestone was talking to her. Yes she had always been somewhat aggressive and bossy but this had been the first time that she had even tried to force her into anything. "Limestone, what's going on with you, why are you doing this? you know that I live in Ponyville and I don't have any plans on moving back."

"THEN CHANGE YOUR PLANS!" Limestone roared as she held out her hand, in her palm materialized a warhammer emblazened with her mark. "THIS IS YOUR HOME NOW AND YOU WILL STAY HERE!" LImestone charged her sister and aimed for her leg, meaning to break it and stop her form leaving.

Before the blow could land Pinkie, in an acrobatic display that was impressive even for her, jumped backwards and did a small flip. Pinkie was about to say something when she saw the hammer blow land. The rock that was struck rather then simply breaking, or more likely exploding, it seamed to disintergrate. With another snarl Limestone swong again but this time managed to graze Pinkie's ankle.

Pinkie screamed in pain as she hit the ground, she could feel it shatter. "I held back on you this time Pinkie, Your ankle will heal from that blow. If you dare to try to stand against me again I won't make that mistake again." Pinkie hissed a little to herself as she reached down, summoned her braclets and healed herself.

Limestone narrowed he eyes further as Pinkie got up to her hooves, with a fare a amount of trouble. "Healing is a lot harder when you have to do it to yourself," Pinkie giggled as she locked her eyes on her sister, "Please Limestone, don't do this. We're sisters, we shouldn't be fighting like this. It's that stone around our neck, it's warping your mind!"

Limestone just stared at Pinkie for a moment before chuckling, then snorting, and finally laughing like a lunatic in an asylum. The daranged laughter slowed to a stop as Limestone smiled maliciously. "No, it isn't." She purred as she launched another atackk.

Applejack much to her own suprise managed to land on her hooves when the power faded. She really wasn't a fan of teleportation at the best of times, to jarring for her taste, one moment she was in the middle of an open field the next she was in... "Applusa?"

Applejack was more than a little confused, why Applusa? It was a run down town on the edge of the bad lands with the only thng really going for it was the small apple orchard and the buffalo treaty, even now with all the ponies evacuated it was basically a ghost town.

"Ap-Applejack..." came a weak voice from behind her. Applejcak turned around t find Breaburn on his back in the middle of the road. Applejack rushed to her cousin and started to look him over. "What... what are you doing here?" he asked.

"I'm here to help ya," Applejack said as she contenued to check him for injures, that is until she spotted something under his vest. It was a necklace with a grey gemstone shaped like a curved horn, a very familiar curved horn. 'Crap...'

"But who will help you?" Breaburn asked as he swiped at her. Applejack jumpped back before she lost her head however she wasn't quite fast enough to avoid being cut intirely, across her chest was four long slices. "Oh so close..."

Applejack looked up to find Breaburn on two legs with a devious smirk on his face, on his right forehoof was what looked like an amored glove with four long knife like claws mounted on the knuckles. Breaburn brought his other hoof up and rested his face in it. A small laugh escaped his as he erupted into green flames for a moment before becoming someone else. Tall and black with a curved horn, humanoid with a grey-blue mane and dressed in a tattered neon green dress; insectiod wings buzzing in amusement.

Chrysalis couldn't help but laugh as Applejack glared at her. "Looks like a nasty wound," she mocked, " I hope it dosen't get infected." As soon as the words left her mouth Applejack could feel a burning in her chest. A small amount of black ooze began to seep out ubut because the cut had been so shallow Aplejack had been able to scrape it off her chest, inspite of the unreal amount of pain in caused. An unplesant smell wafted from the ooze as it ate away at the ground where it had landed.

"Aw hell..." Applejack said as she took a step back, she looked back up and the cackling Ex-Changeling queen. Applejack hated Chrysalis with a passion namely because she stood against everything that she herself stood for, this had stood out far more when consedering the reformation of the changeling colony.

Their eyes locked as their faces turned serious. Chrysalis stoped laughing and Applejack cracked her neck. Both could feel the mutual distan they had so no words needed to be said. A slight gust of wind blew as a tumble weed bounced between the two. Without any form of provocation the two lunged at one another.

Try as she might Chrysalis couldn't manage to land another blow with her claws as she slashed repeatedly at the apple farmer, this was made all the more difficult by the cracking of her whip and the subsiquint trees that contenued to impeed her attacks. Applejack wasn't fareing any better, the trees were providing her with plenty of cover however even with her practice Chrysalis was skilled at avoiding most if not all her best attacks. Then there was her claws that caused the trees to quickly rot away. This was going to be a long fight.

The first thing Fluttershy saw when she opened her eyes again was crystals everywhere, shinning and glimmering in an ethereal light. The Second thing she noticed was the rampint destroction, almost every home and buissness was destroyed to some degree. Most were heavily damaged, some were completely totaled and everything else was disintergrated out of existance.

The Crystal Empire was in shambles and as much as Fluttershy wished it wasn't the case she knew of only one pony capable of such wanton destruction. "Sombra..." she quivered.

A dark chuckle eminated from somewhere behind her, "How lovely it is to have my name said from such a lovely mare." Fluttershy wheirled around to find the dark unicorn himself standing several feet from her. "Perhaps when I once again rule I can make you a pet. Would you like that?"

Sombra stood tall with with his arms crossed, a proud yet crule smile on his now flatter face. Covering his bipedial form was an armor similar to what he wore as a pony just all over his body, his long red cape flowing in the wind and held in place by a black gem. His crimson eyes glowed in the night light though they no longer had their purple mist glow.

"Tell me child, why did they send you, the weakest, most timid thing that I have ever seen, to fight me?" Sombra asked with a chuckle as he walked closer to the quickly retreating pegasis. "Surely they know that I will take great pleasure in braking you, perhaps they simply don't care what happens t you."

"You don't know anything about my friends!" Fluttershy screamed in one of her rare fits of anger and confidence. "I know just as well as them that I am not a great fighter, espeshally for myself, but the one thing that I can stand up for is my friends and my home!" Throwing out her hand, Fluttershy summoned her sheild and sent Sombra a glare so harsh that it actually made him take a step back. "And if you're going to threaten them I will fight back!"

Sombra stared at Fluttershy for a moment before he began to chuckle and finally laugh out loud. "You... You really think you stand a chance against me." He held out his palm, shadows began to acumulate into it and eventually took the form of a scythe. the blade was long and curved and the handle looked to be made of obsidian. "That is simply too adorable."

Launching himself forward, Sombra slashed at Fluttershy in an attempt at a quick ending. Fluttershy was able to dodge the swing and avoid decapitation, the building behind her however wasn't so fourtunate. In Sombra's single swing of his scythe the entire building was cut clean in half.

Swinging his blade again Sombra's attack was met by Fluttershy's shield, stopping it. Sombra was too suprised to react when she formed another sheild and used it to strike him on the side of his head. Sombra growled angryly before grinning in dark delight, finally an opponant worth fighting.

Twilight wasn't all that suprised to find herself in Ponyville nor was she that the one she found herself facing off against was none other then Solar Dawn himself. Dawn had himself perched on one of the many huts in the small town, his now flater face resting in his palm and smiling deviously. "Hello Princess," he said as he jumped down, "how good it is to see you." Dawn was now dressed in camo pants and a muscle shirt with a crimson gemstone n the shape of a sun dangling around his neck.

Summoning her staff Twilight took a defensive stance. "What do you think you're doing here, shouldn't you be in Canterlot trying to take over the castle?" she snarled. Much to her annoyance Dawn simply chuckled as he shook his head.

"Cute," Dawn said with a laugh, "but you're not wrong. In truth Canterlot is reserved for another at the moment." He jumped back to avoid the attack from the enraged element wielder. "Easy Princess, let's take some time to enjoy ourselves." Twilight didn't respond, instead she lunged at him and tried for a head shot.

Dawn laughed as he summoned his own weapon, it was an enormus golden battle axe emblazened with his mark. Rather then attempt to block her attack Dawn oppted to instead slask at her neck. Twilight thankfully had the reflexes to bring her staff down and blocked the strike but the strike sent her reeling back almost into the wall of a near by building. "What's wrong Princess, having trouble without your little friends?" Dawn asked darkly with a smirk.

Twilight growled as she righted her position. As much as she hated to admit it he was right, even with the years of training from both Kagebi and her brother she was only just a match for him. Her power was drawn from having her friends with her, both metaphorically and litterally.

"You are Celestia's son," Twilight snarled, "how could you become this... this... monster?! You turned your back on her and all of Equestria and for what? Just because she didn't let you do what you want when it could have ruined the harmony of the world!"

Twilight was just barely able to dodge the swing of Dawn's axe as he growled back, "Harmony, Harmony, Harmony... is that crap all you fools can talk about. And for another thing, don't you dare talk to me like that, like you know anything about me or the way I think. You have no idea what it's like to have everything you have ever worked for, everything you ever aspiered to be, torn away from you!"

"I don't have to to know what you're doing is wrong!" Twilight shot back as she shot a magic beam at him, following it with a swing of her staff. "You had the potential to..."

" **SHUT UP!** " Solar dawn snarled as he slashed at her once again, this time landing one across her stomach. "You will not tell me of my 'potenial' you little createn! I am done hearing all of the none sense you and Celestia spew about harmony so if you have anything else you want to tell me I suggest you attempt to beat it in me!"

Rarity kept her eyes closed as she felt the ground under she solidify, opened her azure eyes to the familar sight of Canterlot. Much to her suprise a side from the occasinal over turned cart or chariot Canterlot was in one piece. "Strange," she said as she walked threw the abandoned city, "I would think that who ever claimed the city would have decimated it by now," her eyes sharply turned to the stallion that was waiting on the balcony, "or would that be too much work for you Blueblood."

"Shouldn't that be 'Prince Blueblood' comoner?" Blueblood asked as he jumped to the ground, "I am still royality, more so now that I rule Canterlot, and soon all of Equstria." Blueblood was dressed as he always was, a bright white tux with a soft blue under shirt and a bronze colored gemstone in the shape of his cutie mark. In his new hand he was rolling a bit between his fingers, a cofident smirk on his face.

"You will rule Equstria?" Rarity asked as she summoned her bow, reading herself for a fight, "all on your own? What of your friends?"

Blueblood laughed coldly as he said, "My friends? Don't make me laugh! Why would an elegant royal like me befriend two comoners, two fallen rulers and a traitorous fool? No sweet Rarity, they are mearly a stepping stone, Dawn was a fool to beileve that he could trust me with the power to conquer an empire and trust I wouldn't do the same to him! Equsetria is **mine** , as the world will be soon enough. But enough about this, You and I have business of a different nature."

Rarity did not like the way he said that. "And just what kind of 'business' would I have with you?"

Tossing his hair back Blueblood smiled a demented smile, "SImple, if I'm to be a king I will need a queen."

It took all of her self control to not throw up. "I was made a fool of you once and have no intention of being so again!"

"Oh my dear, I'm not giving you a choice in the matter," Blueblood said as he held out his hand and summoned his weapon, a small broad sword that seemed to be made of six pieces. "If I'm going to rein supreme I will need the most lovely mare there is at my side, as the new king I will only have the best. Now you can come quietly and start enjoying your new life or you can stuggle and I'll have to break you like a common animal." Rarity's response was to draw her bow and form an arrow, "An animal it is." he growled as he readied his blade to slash at her.

A burst of emerald flames cut off Blueblood's attack and though he was just barely able to dodge Rarity's arrow he wasn't fast enough to do so with the claws. A small purple dragon had jumped between Blueblood and Rarity and slashed the vain prince across his face. "You keep your filthy hands off Rarity!" Spike snarled as he flexed his claws which dripped with his blood.

Although Rarity's reaction was one of suprise and worry, Blueblood's was unbrideled rage. "HOW DARE YOU MAR MY BEAUTIFUL FACE YOU BEAST!" he snaraled as he swong his sword at Spike. Spike was able to jump back but the blade did something unexpected, the segments separated, showing themselves to be conected by steel wires inside, and arked back to slash him across the chest.

Thanks to scales Spike wasn't even scratched, however he still felt the full impact and knew for absolute certain he was bruised under his them. Not wanting to get hit again if he could help it Spike took up a defensive stance, his left leg back with his left curled at his side and his right leg out with his arm out, palm flat.

"Spike, what are you doing here?" Rarity asked in suprise, "Shouldn't you have evacuated with the others?" Before Spike could respond Blueblood cut in.

"So that's where all my new subjects are." Blueblood began to laugh cruley as his sword reconected, "You evacuated them all thinking that they could escape." The grin on his face faded as he scowled and grit his teeth, "There **is** no escape, they are my subjects. They are **MINE!** And no little dragon is going to take that away from me!"

Blueblood raised his arm to strike again when suddenly he had to pull back just enough to dodge the shining arrow that shot past his head. "You stay away from my little Spike!" Rarity roared as she drew another arrow and shot again. Blueblood swong again, not only blocking the strike but also releasing the edge at her to empale her.

A blur of purple knocked Rarity out of the way as Spike grabbed the blade. "Stay away from her!" he yelled as he shot a flame over the sword at Blueblood. Blueblood narrowed his eyes as he pulled up, launching Spike into the air and into a near by building.

As tough as he was, as tough as dragons were, Spike had his limits. Landing back on to the ground he found his vision blured slightly as he tried to get back on to his feet. "Stay down dragon, the decent creatures are talking." Blueblood snarled as he glared at the dragon before turning to the mare in question, "Now then Rarity. Come with me and we can talk about my new empire and your place in it."

"Burn in Tartarus," she hissed.

"Your choice," Blueblood said with a shrug before thrusting his blade forward at her, "There are pleanty other. Maybe Flur will be more receptive."

Spike managed to focus his vision long enough to see the blade rushing toward Rarity. Eyes wide Spike moved, he didn't think as he did so. He didn't think of his broken and bruised body that was rapidly healing, nor the feeling of power rushing threw his cells, nor even the pain in his back as something new grew from it. No, the only thing he was thinking was, 'I won't let you hurt by friend!'


	10. Greed Vs Generosity

**Chaos and Harmony**

CHAPTER 10; Greed Vs. Generosity

Rarity could only watch the blade edge draw towards her for a moment, just long enough to realise she couldn't dodge or block without taking a bad hit, before covering her eyes. Unexpectedly it didn't suddenly go dark like she had heard but instead dimmed, and she herself was wrapped in something soft and warm.

When she opened her eyes she was stunned to fine she was being held by a humanoid Spike. He stood tall with his muzzle, much like her own, hand flattened out slightly. His arms had grown with the rest of his body and his palms were larger and more defind then they had been; both of which were being used to hold her close to protect her. He wore a pair of blue slaks with what looked like layered armor running down the sides and no shirt, all the baby fat he had as a baby dragon was gone and replaced by a flat stomach and sturdy muscles. Last but sertanly not least were his new appendages, a large pair of wings were wrapped around the both of them, protecting the from Blueblood's attacks.

"S-Spike?" Rarity whispered.

Blueblood narrowed his eyes in a mix of rage and confusion, one second he was about to do away with an annoyance the next, a flash later, a green and purple dome was protecting her. With a flapping sound the dome opened to reveal Rarity and the newly reformed Spike. "So that's it," Blueblood growled, "You have the same power as I... No as we do." he gestured to himself and Rarity, "Oh well, it doesn't really matter because it will all be mine soon enough."

With a whipping motion Blueblood brought the blade back down on the dragon. Spike dropped back into his fighting stance as his mind recalled the lessons Kagebi had given him. "The first thing you need to know is how to move your body properly," Kagebi's voice echoed in his head, "as strange as it may sound a fighter is no diffrent than a dancer. You need to know the your own movements as well as the ones of your enemy and partners."

Before the blade could land Spike back flipped out of range, when he landed he stuck out his foot and, doing a spin, made a circle on the ground. "The next thing is your range and acuity of awareness. When you fight you have to bring your enemy into your striking range, the trade off however is that when you do you bring yourself into theirs, you have to see and feel every move you opponent makes and adjust for it in a fraction of a second. If you want to win, your range has to be larger and stronger than theirs."

Blueblood didn't like to be showed up, especially not by someone he thought inferior, so to have Spike so easily dodge his attack annoied him. "Hold still you wreched thing!" he snarled as he reformed his blade and lunged at Spike. "And the last thing is this, Every part of your body is and can be used as a weapon. This is especially true for dragons like you who are naturally armored but for any fighter worth holding a weapon it would mearly be an extention to the real weapon, themselves."

As the blade dropped down on him Spike brought up his left hand and used the back of it to block the strike as he brought up his right for a palm thrust to Blueblood's chest. With a simple spin Spike kicked him away.

Blueblood landed hard and slid for a moment before regaining his traction. Blueblood stood tall as he glared at Spike before suddenly smiling, cracking his neck and charging again. Unlike Spike, who had at most just a few hours of training multiplied in the same maner of the mane six, Blueblood had years of proper training and more experiance in the form they now shared.

Rarity watched in awe as the two traded blows. Spike was fast and stronge but lacked the experience to land anything more than a fleeting blow. Blueblood had the form and skill of the masters who taught him both sword play and fisticuffs but lacked the power needed to really injure the dragon before him causing all his blows to be knocked away with little impact.

Eventually experiance won out over raw power and Spike was forced onto his back. "It's over beast." Blueblood snirked as he drove his blade tip down aiming at Spike's chest. A flash of light in the form of an arrow knocked him back before he could strike and finish of Spike.

"Stay away from Spike." Rarity said simply.

"Insolence..." Blueblood said before looking up, his eyes now glowing in the shade of his chaos element, " **Such complete INSOLENCE!** " Holding out his other hand Blueblood formed another of his whip-blades, "You are peasants and I am royalty... **you will not beat me...** "

Blueblood in that moment Blueblood seemed to loose ratinalt thought as he began lashing out at random. While Spike was able to keep a close quaters combat style against the raging prince Rarity had to keep her distance and fire her arrow hoping to hit him and not Spike. One of the benifits of his fighting style was that Spike was able to use his fire breath, unfortunatly that was a double edged sword for Spike. He had to call on his fire to use it so Blueblood always knew when he was going to try so he could back away and use his sword to counter right threw it. The same was true for Rarity, Blueblood could always hear the arrow fly and as strong as it was the arrow would always shatter against the blade.

Sensing this wasn't getting them anywhere except in pain Spike called up an old trick he and Twilight like to use as children. Jumping into the air, using his fledgling wings to gane a little more altitude, cupped his hands around his mouth and covered the area in smoke. With Blueblood blind for the time being, Spike grabbed Rarity and pulled her behind a near by rock.

"Are you alright Spikey?" Rarity asked as she looked over the tired drake. Even threw his scales, several patches of which torn off in various places, she could see more than a few bruises.

"I'm fine but we really need a new plan." Spike said as he did his best to catch his breath. "He might might be annoying and as pleasent as a manacore with a hangnail but he packs one hell of a wallop."

Rarity sighed as she looked to her bow. "I wish I could help you more Spike," she said, "But I am not an up close fighter. All I can do is shoot by bow and hope I can make it land."

Spike gave her a soft pat on the back. "I'm not doing much better. If I could just land one blow I could probably take him out in no time." Spike sighed as he ran his hand over his spines, "We need to work together to... hey... hey I think I got a plan!"

"You do?" Rartiy said in suprise, "What is it?"

The smirk on his face told her what ever he had planned was most likly a prank on par with something Pinkie or Rainbow Dash would have thought up, if not Discord himself. "How would you like to learn a new spell?"

Blueblood coughed for a few moments as the sudden smoke cleared before screaming in terrer. "You monster!" the arrogant prince screamed, "Look what you've done to my new suit, it's covered in soot!" Noticing a flash of purple out of the corner of his eye Blueblood flicked one of his blades out to slash at it.

Spike was just barely able to block the attack with a cross guard however he had to take the full strike to his left side from Blueblood's other weapon. Spike could feel some of his ribs crack at that one and only by his sheer will did he not cry out in pain. Grabbing both swords Spike pulled hard, yanking Blueblood off his feet and right into a waiting head butt but receved a kick to his stomach in the process. On the sidelines Rarity pulled her bow string back and summoned and arrow. She closed her eyes and focused on what Spike had explaned to her.

'It's an easy spell to learn,' she slowly opened her eyes as she locked on to her target. 'Focus your magic.' Her horn began glowing with it's usual azure glow, flickering almost like a small fire. 'Then all you have to imagine who you want to send it to.' She released the arrow.

As the two enemies continued to battle it was quickly becoming aparent one had a great advantage over the other. More and more of Spike's scales were being torn away my the mad prince. Jumping backward Spike sucked in a sudden breath, causing Blueblood to wuickly back off and prepare an attack. Reather than the usual "fwoosh" of a breath being released it sounded more like a... burp?

Blueblood's thought were derailed as he felt a pain in his right shoulder as an arrow of light materialized from what looked like a cloud of greenish smoke. Turning his head quickly Blueblood spotted Rarity drawing another arrow and firing. Side stepping to avoid the attack he was about to send his blade to slash the mare when he saw it burst into blue flames and disappear only to hear another burp and felt an arrow lodge itself into his elbow.

Jumping back, Blueblood yanked out the arrows and crushed them in his hands. " **Now you die slowly,** " he hissed as he charged at Rarity, who drew another arrow and fired. Cracking a dark smile Blueblood turned and threw his blade whip at Spike, only for the arrow to find its home in his rib and Spike's fist in his face after avoiding the strike.

Blueblood spat out blood as his whole eyes glowed and he lashed out, "I will now loose to you!" His stirkes, both in sword and whip forms, were wild and unfocused as he tried to land a hit no matter what. "I am Royalty, a PRINCE, this sould all be mine! Canterlot, Equestria, the whole world, it is my birth right! **THE WORLD IS OWED TO ME!** "

A hard kick to the jaw knocked Blueblood on his back, Spike quickly taking advantage of the situation by pinning him down. "I don't know what planet you're been living on but that's not how that works," Spike said as he delivered a hard right hook, "A prince isn't just a ruler, they're servants!" another hook, "The world dosen't owe you, you owe it!"

Blueblood slid back as he did his best to block another kick, "You grew up getting everything you asked for without ever stopping to think why everyone was so happy to give it to you. As Celestia's nephew you were treated well because of everything she has done to protect them, now when it's your time to step up you choose greed and selfishness. Why? Why discrace yourself like this?!"

Millions of thoughts rushed threw Blueblood's head as he contenued to both attack and defend, everything the dragon had said resinating with diffrent lessons he had been taught in his life. 'As a prince it is your respoiblity to lead the ponies who follow you.' 'Always remember, you must be willing to lay down your life for your citizens.' 'The life of a prince is a life of service.'

Before Spike could land another attack Blueblood knocked him back with his sword hilt. Something strange was going on with Blueblood, his eyes seemed to be flashing as a ring of energy surounded him. Words of ancient Equish found their way out of his mouth as he held his sword in both hands.

Something in Rarity told her what was about to happen, somewhere in the back of her mind knew he lost control. The element that he once weilded was now taking control and she had to do something to save him, so she acted.

Spike ffelt the air around the deranged prince shift and coul see the gemstone around his neck pulse and throb, as if it were getting ready to do something on it's own. Blueblood turned to Spike and, still speaking in the other tounge, lunged ready to impale the drake. The sound of a taught string being released and the air itself separating drew the attention of Blueblood as an arrow, that glowed a dark purple, struck him right in the chest.

The arrow, not unlike the gemstone before it, pulsed before it sank into Blueblood. The sword in his heand as well to the other three left on the floor seemed to bronze over before evaportating into the element of greed.

Spike and Rarity walked up to the fallen prince with a fair amount of caution. "Do you think it's over?" Rarity asked.

The gemstone pulsed once more before it jumped onto Spike, "Guess not!" he said as he tried to pull it off. As it contenued to pulse Spiek could feel it doing something, what he wasn't sure but something. "I think it's trying to corrupt me!"

Rarity grabbed the thing and suddenly the pulsing stopped, the light that shined in it dulling. The two breathed heavily for a few moments before she asked, "Are you alright Darling?"

"I'm fine," Spike said, "I don't think it was able to do what ever it was trying too, kinda weird it even had the ability to actually try anything though." Rarity nodded her agreement. "Right, we need to go though, Rarity I have a plan!"

Though she felt the need to give this some thought Rarity quickly decided to go along with what ever he came up with. "You've been doing a great job so far with your ideas Spike, I'll do what ever you say."

Spike gave a nod with a satisifed smile on his face. "We need to get you to Rainbow Dash." Seeing the confusion in her eyes he explained, "We already have a pretty good idea where everyone is so finding them won't be the issue, what will be is gathering everyone and getting back to Twilight. What we're going to have to do is separate, I'll go after Fluttershy and you go for Rainbow."

"Why me though?" she asked, "I don't have wings and don't know the cloud walker spell. Wouldn't it be easier for you to get her?"

"In theory yes, but I'm not really confedent in my flying yet and we still need the other three. If I go after Fluttershy you can send Rainbow after Applejack and I can get Pinkie. Rainbow as experiance carring things so getting Applejack, who I doubt has very much experiance in the air, back to Ponyville. Pinkie loves anything fun so she'll be a lot calmer with a fledgling like me. As for the cloud walker spell don't worry, I helped Twi learn that spell, I got it memorized inside and out."

Spike placed his hand on Rarity's shoulder to reasure her when, for just a second, both their eyes flashed green. The two stepped back and help their heads. Rarity blinked and gazed and her palm, confused beyond reason. She knew the spell.

The two friends locked eyes for a moment before pushing it off to the side, a question for another time. "I understand for the most part," She said as she cast the new spell on herself, "but how exactly am I going to get to..." she hessitatied before the answer found its way to her, "...Cloudsdale?"

Spike gulped as he second and third guessed what he was about to say. "I... I was thinking about sending you threw my flame." Rarity stared down Spike in suprise at what he just said. "I know it sounds crazy, believe me it sounds crazy on this end too, but..."

"I'll do it."

Spike froze mid sentence as he turned to the serious faced Rarity. "Excuse me?"

"You're right Spike," she said as she gave him a smile, "we don't have time for me to try and get there on hoof, you can't take me for a multitude of reasons, and as much as it scares me I don;t think we have any other options."

Giving a solom nod Spike stood before her and... hessitated. "I can't promise this won't hurt." he whispered.

"I'll take that chance. I trust you Spike." With a nod and a deep breathe, Spike focused of Rainbow and let loose his magic flames. To he great suprise it didn't burn her, as she felt the intense inferno pull he in all she felt was the warm embrace of one who loved her, would die to protect her.

Spike sighed in relief at not hearing screams of pain and spread his wings, he may be a fledgling flyer but he was going to have to make it all the way to the Cystal Empire. "No time to waste," he said as he took off unsteadliy. Unknown to the both of them they had an audiance.

Blueblood sat up in awe at just how much the two were willing to give for one another and the whole of Equestria. The more he thought about it the more he felt their words ringing true in his mind. "A prince isn't just a ruler, they're a servant... Celestia protects... royalty owe the world."


	11. Kindness vs Cruelty

**Chaos and Harmony**

CHAPTER 11; Kindness vs. Cruelty

 **A\N This is the chapter where we go into the backstory of one King Sombra. That being said this is the back story I have written for him. NEver the less I hope you enjoy it. Please read, review and enjoy.**

The Crystal Empire lay in ruin with every building slashed and torn apart to some degree, some witha single slash and others cut to the point that even the rubble was couldn't be stacked properly. Every road on every street had large gouges taken from them, several of which revealed crystaline caverns.

Fluttershy panted heavily as she tried to hold her ground. Several minor cuts covered her body and her clothes, which until recentaly she hadn't known acted somewhat like armor, was torn to verious degrees all over it. A dark and bellowing laugh drew the girl's attention to the right and she had just enough time to raise her shield before being thrown back.

"Not bad child," Sombra laughed. The dark king was mostly in harmed minus a black eye and more than a few buises here and there, "Truth be told, I had no idea you would last this long. If I was a betting man I would have put everything on you going down after my first swing. Never the less, this is begining to become a bore to me, so submit to me and I may spare your life."

It would be a lie to say the Fluttershy didn't consider the offer, she was about as far from a fight as one could get, but she simply couldn't do it... not to her friends or Equestria. "Don't do this Sombra," she said with a sad but determained look in her eyes, "We don't have to fight like this." Fluttershy managed to jump back and draw her shield just before the scythe just before he could land a hit on her.

"You're right, we don't have to fight like this, but isn't this just so much more fun?!" Sombra cackled with a psychotic gleem in his eyes. As the scythe made contact with the shield it shattered ans as he was preparing another attack he felt a kick to his gut that sent him flying back. He looked up, a bit of blood dripping from his mouth, and glared at the pegasis that had managed to land a hit on her without him realizing.

Fluttershy blinked twice in surprise. "I... hit him?" she asked.

"Yes... you hit me," Sombra growled as he cracked his neck, "Yes, you hit me... not a fleeting blow or a protective counterstrike but a true and powerful stike. Now," Sombra began laughing as his body was covered in a dark aura and his eyes glowing an even darker black, "allow me to return the favor!" Scythe at the ready Sombra rushed in ready to claim Fluttershy's head, only to run head first into an inferno.

A purple form landed before Fluttershy and spread it's wings before her. "Are you Okay Flutters?" it asked, never taking it's eyes off the raging stallion that was attempting to put out his flaming cape.

While the form itself was unknown to her Fluttershy knew that voice anywhere. "Spike, is that you?!" Fluttershy said in shock, "What... how...?"

"I'll explain later Shy," Spike said as he got into a fighting stance, "Right now we have bigger fish to fry." The smoke began to clear showing a slightly singed Sombra rising from the ground, a crazed smile on his face as his eyes twitched every now and then.

Spike jumped back just before Sombra could land his strike. " _ **You...**_ " Sombra snarled with the same demented smile, " _ **At last I have found you! You and that reched Princess stole my empire from me.**_ " Spike did all he could to backstep or dodge his attacks but was still tired from his earlier fight with Blueblood.

Sombra brought his scythe down on Spike as the drake misstepped and fell, however Fluttershy brought her shield up before she could run him threw. "Spike, you need to get out of there!" Spike rolled back and pushed off with his hands, landing next to her. "Are you okay?"

"I'm fine Shy," Spike said as he kept his glare locked on the mad unicorn, "I'm guessing that thing isn't just for show."

"Smart for a dragon," Sombra said with a dark laugh as he reigned in his insanity, "My scythe can cut threw anything. Stone, buildings, your head from your shoulders!" Sombra began spining his scythe as he lunged forward, right at Fluttershy. "But first, lets get rid of this nuisance!"1

Sombra's attack was stopped before it could be started when Spike, seeing what he had planned, kicked him in the face hard enough to knock him away. Fire spewed from Spike's maw as he spoke, " **You keep your filthy hands off of my friend!** " Rushing forward he just managed to dodge a swing and got in close enough to land a right hook to Sombra's face, and earned a knee to the gut in return.

The two jumped apart for oly an instant before lunging at one another, both eager for blood. It was a battle similar to his with Blueblood, it was instinct vs experiance. What really made this battle diffrent was that Sombra's attacks were far more deadly.

Not only did Sombra have more experiance in killing blows, from what Spike had seen his scythe really could cut threw anything. Thankfully he hadn't been able to land more than a few fleeting blows but it still cut threw Spike's scales like butter.

Sombra wasn't in a much better position. Spike was a lot faster than him and had blows that could, and often did, dent his armor. Not only that his move were all unpredictable, one moment he was moving in for a punch the next he was spinning around to land a kick.

Fluttershy watched in horror as her friend fought to protect her and their home, and where was she? Cowering, like always. It seem that any time she was really needed to protects the ones she loved she froze.

Sombra kicked Spike across the road as he growled out, "Why do you fight me dragon? You know very well not only how easily I could kill you, but how much plesure I would have doing so. I might even make the sniveling coward watch as I torcher you!" Unknown to the two, something clicked in the mind of the timid pegasis, something angry.

Spike growled, "I don't care if you out match me, I won't let you lay a finger on her! You asked me a question so answer me this, What the hell? Why do you want to enslave the crystal ponies and cause so mush misery?!"

Sombra growled as his eyes began glowing again,"Cruelty begets cruelty, I will make everypony who looked down on me suffer!" Sombra lunged forward and slashed at Spike who just barely managed to get out of the way in time. "Just because I was skilled in dark magic..." Slash, "Just because I never shown like a crystal..." Slash, "Just because I was an orphan who had to steal to survive!"

Once again just before he could strike at the dragon a shield appeared and saved him, unlike before however the sheild was diffrent; it was darker and the image of a buttterfly was shadowed by that of a bat. Turning around Sombra's eyes went wide at the image before him.

Fluttershy was now on her hooves again and was stareing at him with glowing pinkish red irises with slit pupils. Her tatered dress was pulled tight across her legs but remained slit up the side and her mane was matted and wild. Her wings, once filled with downey feathers, were now a pair of leathery bat wings and in her mouth were sharp fangs where her canines had been. Spike's eyes widened as he whispered, "Flutterbat..."

In all his life Sombra had never been this frightened, the stare she was giving him froze him to his core. It was the gaze of an apex preditor to a field mouse. Flutterbat took a step forward causing Sombra to react, he took a single step back and threw scythe at her. She summoned another shield as she took another step.

Sombra began to shake as he ground his teeth. "I am King Sombra," he growled as he got up, " _ **I WILL NOT BE BEATEN BY YOU!**_ " Lunging at Flutterbat he slashed in every way he could, trying in a vain attempt to end the mare before him,with everyone being met with a sheild.

With every failed strike of his scythe Sombra began to let more and more of himself slip. "I will not go back to being a nothing! I had to claw my way into power from NOTHING! NO parents, no money, no anything! Everyday of my life I was treated with nothing but crulety by everypony around me because I could use dark magic and I couldn't shine like crystals! But that all changed the day I realized I could take what I wanted, treat the fools with the same crulety I was given and then some! You have not right to take from me what I've EARNED!"

Flutterbat rose her hands out and slammed them together, encasing Sombra in beween two sheilds. Wtih Sombra well contained, inspite his feverd attempts to escape, she let out a soft sigh as a single tear ran down her cheek. "Oh you poor thing," she said softly, "You've never known a moment of kindness."

Sombra stared at her for a second before his eyes glowed black again as he redoubled his effort. Seeing this Flutterbat held her hands out to him, "I don't know if I can help you but," she slowly brought her hands together again, causing the sheild bubble to shrink slowly, "I need to get that thing away from you, it's poisoning your mind."

Sombra held out his hands in an attempt to stop the shrinking, only for the sheild to phase threw them. The sheild continued untile the only thing encompassed within was the obsidian gemstone. Sombra groaned and held his head as magical mist faded from his eyes as did the glow. A shadow passed over the weakened villian and when he looked up he could only sigh and except his fate.

Spike had gotten back onto his feet and decided to deliver the finishing blow, in the form of a guillotine kick. Before it could connect however another sheild appeared and deflected the attack. Spike jumped off and said as he landed, "What the hay Flutters? Why did you stop me? He's not going to stop unless we stop him here and now!"

"How do you know that Spike?" Fluttershy asked as she returned to herself, "From what he's said here how do you know he wouldn't stop if we show him kindness?"

"How can you know if he was telling the truth?" Spike countered.

"He didn't have a reason to lie." She said calmly as she walked over to the downed stallion, "If it true that he never once experienced and act of kindness is it any wonder he never learned to be kind." Fluttershy held out her hand and gave him a soft smile, "Here... let me help you up."

Sombra gazed at the outstreched hand before asking, "After everything I've done, both now and in the past, how can you still offer me such kindness?"

Fluttershy smiled as she grabbed his hand, not being able to actually lift him and having to ask Spike to help, she said, "You've had a hard life which hasn't been made any better by the way others have treated you. It may not be much but if I can offer you a hoof... er hand of friendship, maybe I can show you the value of it and of the kindness you were denied."

Spike couldn't help but smile at the warm-hearted pegasis before he had to pull her away. "I know this is a heart felt moment but we are kinda on a deadline." he said as he spead his wings. "Listen Fluttershy, I'm going to teleport you to Cloudsdale so you can pick up Rarity and take her to Ponyville to help Twilight, I need you to send Rainbow to Applusa to help Applejack and bring her after."

Fluttershy nodded and was about to take off when she stopped and said, "How do you know all this?"

Spike thought about that for a moment, "I'm honestly not sure, but I do. Are yo ready?" Fluttershy nodded and closed her eyes. He took a deep breath as he sent her off on his magic flame before taking off for the Stonecutter farmlands.

Sombra sat and watched to two leave as he thought over everything that had happened to him not only in the last few days but also in the last century, a thousand years in lonley darkness and having his shadow destroyed right before his eyes, all in all not a good feeling.

His musings were cut short when he heard the sound of crying coming from one of the few undemolished buildings. Walking over and kicking down a few doors Sombra came across a crystal unicorn foal, snow white with an ice blue mane. He walked over and picked up te crying infant, calming her as he did so. "Hush little one," Sombra said in as soft a voice as he could, "I have you. I'll... I'll keep you save until we can find your mother." Unbeknownst to him as he did so a smile appeared not only on the face of the now calm foal, but on his own as well.


End file.
